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2023-12-31-accounts

THE FIDELITY UK FOUNDATION

(Registered Charity Number: 327899)

Annual Report and Financial Statements for the year ended 31 December 2023

THE FIDELITY UK FOUNDATION

2023

The Trustees submit their annual report and audited financial statements for The Fidelity UK Foundation ( 2023. The financial statements have been prepared in accordance the Charities Act 2011, the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102), Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) effective 1 January 2019 ( ).

departure has involved following the relevant version of the Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) rather than the Accounting and Reporting by Charities: Statement of Recommended Practice effective from 1 April 2005, which has since been withdrawn.

Objective and activities for the public benefit

The objective of the Foundation is to make grants to organisations for charitable purposes, as recognised by the laws of England and Wales. The objective is consistent year to year.

n endowment out of which sustainable, long-term grant-making programmes can be established. The Trustees set annual grant budgets designed to balance current grant-making programmes and the long-term future of the Foundation. The Trustees confirm that they have public benefit when reviewing -making policy for the year.

Grant-making guidelines

The Foundation has established its grant-making guidelines to achieve its objective for the public benefit. Grantmaking guidelines are reviewed annually to ensure that they ive and thereby advance public benefit.

The Foundation directs the majority of its grants to UK registered charities operating in the UK, primarily in the fields of:

The Foundation aims to strengthen the impact, efficiency and/or sustainability of the charitable organisations that it supports. As such, the Foundation has a focus on supporting capacity-building, by which the Foundation means the capacity, knowledge and resources that charities need to be effective.

Each grant application is considered on an individual basis against the grant-making guidelines. Foundation representatives (and from time to time, Trustees) meet with applicants to establish a fuller understanding of an organisation and its needs.

In addition to reviewing an -making guidelines, other factors considered as part of the due diligence process include: and its role relative to other organisations in the field; strategic plans; leadership and governance; operations; financial health; and the degree to which the project for which funding is requested will strengthen an organisation s impact, efficiency and/or sustainability.

Grantees are requested to report to the Foundation on progress towards achieving the goals of the project supported as outlined in their application to the Foundation, on a periodic basis. Foundation representatives also have periodic contact with grantees so we can learn from grants made.

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THE FIDELITY UK FOUNDATION

3 (cont.)

Grant-making guidelines (cont.)

-making is outlined on the website www.fidelityukfoundation.com.

The Foundation can make grants outside of the categories and grant-making guidelines described above.

Funds and reserves policy section for more details).

Achievements and performance in 2023

During 2023, the Trustees met their objective of awarding grants to charitable organisations with a view to strengthening their impact, efficiency and/or sustainability, thereby delivering public benefit. In 2023, 67 grants were awarded totalling £13,030,082.

In 2023, the Foundation established a strategic framework for its programme focused on environmental conservation. The goal of the programme is to strengthen the capacity of non-profit organisations to protect and restore the environment, for the benefit of people, nature and climate, focusing on organisations active in two fields: land and freshwater conservation; and access and connectivity to nature.

s, a new grants management system was launched in 2023 to enhance user-

experience, efficiency and data analysis.

Grants were awarded in 2023 as follows:
Area
Disadvantaged children and young people
Arts, culture and heritage
Health and wellbeing
Environmental conservation
Other
Scholarship Fund
Total		 Number of
grants awarded
Total amount
awarded
% of total by
amount
20
£3,356,215
26%
23
£5,266,604
40%
13
£2,823,256
22%
3
£1,034,007
8%
7
£400,000
3%
1
£150,000
1%
67
£13,030,082
100%

Grants were awarded in 2022 as follows:

Area
Disadvantaged children and young people
Arts, culture and heritage
Health and wellbeing
Other
Total		 Number of
grants awarded
Total amount
awarded
% of total by
amount
28
£4,770,621
45%
14
£2,630,195
25%
9
£2,406,935
23%
7
£711,500
7%
58
£10,519,251
100%

Further details of the grants awarded are included in note 6. A full list of all grants awarded in 2023 is included in note 20 to the financial statements.

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THE FIDELITY UK FOUNDATION

3 (cont.)

Financial review

The Foundation is committed to building and maintaining an invested fund for the long-term benefit of the Foundation and its beneficiaries and remains in a sound financial position. The net assets of the Foundation increased by 1.7% from £330,381,671 at the start of the year to £335,895,085 at 31 December 2023.

Donations received were £4,204,455 (2022: £3,403,712) and the Foundation approved grants totalling £13,030,082 (2022: £10,519,251). One grant of £129,374 was cancelled and written back during 2023 as the grantee organisation ceased operating and the project that the Foundation had agreed to fund was therefore cancelled. No grants were returned during 2023. (2022: 4 amounts totalling £401,392 written back and credited to the statement of financial activities).

Investment policy and performance

, the Trustee Act 2000, the Charity and the Investment Policy, which was revised in November 2023 and sets out the long-term investment objective, risk profile, and approach to Responsible Investing.

The financial objective of the portfolio of funds managed on behalf of the Foundation by FIL Pensions Management the managed portfolio is to achieve a real return of 4% per annum (calculated as 4% + UK Consumer Prices Index) over the long term. The portfolio is diversified across a broad range of asset classes, industries, geographies and investment strategies. The Foundation supports the view that the effective management of environmental, social and governance ( ESG ) issues by companies it invests in is an important component in achieving good financial performance and long-term growth. As such, the Foundation actively encourages its investment manager(s) to integrate ESG issues into investment analysis and decision-making processes, including voting and engagement.

The Foundation holds common and preferred shares in FIL and Eight Roads Shareholdings Limited ERS .

The Finance & Investment Subcommittee is authorised by the Board to monitor, review and manage all aspects of the Investment Policy and strategy and to provide oversight of the operation of the investments, ensuring that these

At 31 December 2023, the total value of investments was £338,587,685 (2022: £336,492,047). The managed portfolio was valued at £231,943,386 (2022: £199,699,806), the FIL and ERS shares were valued at £105,958,248 (2022: £136,118,823) and investments held in the name of the were valued at £686,052 (2022: £673,418).

For the year to 31 December 2023 the investment portfolio (excluding the FIL and ERS shares) delivered a return of 8.4% compared with the benchmark return of 10.5% (2022: return of -4.9% compared with the benchmark return of -4.1%). The FIL and ERS shares delivered a return of 3% (excluding dividends) over the same year (2022:-5%).

Trustees will continue to closely monitor performance during 2024.

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THE FIDELITY UK FOUNDATION

3 (cont.)

Risk management

the following risks: governance/compliance risk; operational risk; financial risk; grant-making risk; and reputational risk.

Governance/compliance risk - relates to the Foundation meeting regulatory, accounting and legal compliance requirements.

The Foundation actively manages these risks through robust internal controls, effective application of relevant policies, engagement with specialist advisers for legal requirements and regular reporting to Trustees.

Operational risk - relates to the Foundation being unable to deliver its work.

The Foundation actively manages these risks through robust internal controls, an Administrative Services Agreement with Fidelity International and a business continuity plan.

Financial risk - relates to the Foundation meeting its financial commitments and long-term objectives, financial reporting and record keeping, liquidity, market and credit risk.

The Foundation actively manages these risks, with oversight from the Finance & Investment Subcommittee, through robust internal controls, effective application of relevant policies, regular monitoring and reporting of the financial performance of investments, and regular cash flow and liquidity forecasting.

Grant-making risk -

ility to achieve its grant-making objectives.

The Foundation actively manages this risk through annual review of grant-making guidelines, clear approach to grant-making, due diligence and grants administration, clear decision-making processes and monitoring of grantee performance against project goals.

Reputational risk - any incident that could affect the

The Foundation actively manages this risk through application of all Foundation policies, and also through clear terms and conditions in grant agreements, and the monitoring of the application of grants made through reports received from grantees.

A detailed risk register, which includes details of the mitigating actions, is reviewed annually by the Trustees. The Trustees confirm that they are satisfied with the procedures which have been established to regularly monitor these risks and with the action taken to mitigate exposure to them.

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THE FIDELITY UK FOUNDATION

3 (cont.)

Funds and reserves policy

The Trustees wish to build a substantial Foundation for long-term charitable purposes. As the level and frequency of future donations is uncertain, the Trustees have established an expendable endowment fund to provide sufficient future income and g -term sustainability and to meet its overall charitable objectives. The Trustees have targeted an expected level of overall growth (capital and income) from the invested funds and expect to be able to spend around 5% of the average endowment fund over the previous three years for grant-making, administration and other costs in the subsequent year, while preserving the real value of the endowment. For 2023, this resulted in a grant-making budget of £14,000,000 +/- 10% (2022: £13,000,000).

The endowment fund represents the managed portfolio and shares in FIL and ERS. When donations are received, these are either invested into the managed portfolio or allocated to unrestricted funds as required. The Trustees have discretion to transfer some or all of the capital of the endowment to the unrestricted fund in circumstances which they consider would justify it, having regard to the need to maintain an appropriate balance between the interests of present and future beneficiaries. The value of the endowment fund at 31 December 2023 was £338,233,233 (31 December 2022: £336,377,878).

The unrestricted fund provides the working capital of the Foundation for grant-making, administration and other costs. The level of funds and estimates of likely future expenditure are monitored and reviewed on a regular basis and transfers are made from the endowment, if necessary.

nts to be transferred to

the unrestricted fund allowing the Foundation to meet payment commitments as they fall due. The Trustees have concluded that, based on current conditions and considering their ability to transfer from the expendable endowment, the level of unrestricted funds should generally not exceed the value of one year's forecast expenditure.

A total amount of £5,500,000 was redeemed from the managed portfolio during 2023 (2022: £1,700,000) and £3,105,665 was transferred to the unrestricted fund (2022: £657,179). The Foundation sold a portion of its holding in FIL during the year generating proceeds of £25,832,488. An amount of £20,000,000 from the sale proceeds was transferred into the managed portfolio (and therefore remained part of the endowment fund) with the balance of £5,832,488 being transferred to the unrestricted fund. The value of unrestricted funds at 31 December 2023 was a deficit of £2,796,162 (2022: deficit of £6,558,937). Any deficit in the unrestricted funds can be funded by redemptions from the man

The restricted fund represents , which was established in 2019 as a restricted fund within the Foundation to honour one of the founders of Fidelity International, Bill Byrnes, by receiving, managing and investing donations received in his memory and using these funds to provide scholarships to talented business students from around the world via specific business schools. The value of the restricted fund at 31 December 2023 was £458,014 (2022: £562,730).

Each month, the Foundation prepares rolling cash flow forecasts of its financial position looking fifteen months ahead. Cash flow forecasts for the twelve months from the date of approval of the financial statements have also . This assumes: zero investment or donation income; that current grant-making budgets are sustained (based on an annual budget calculated as referenced above); and, together with anticipated administration and other expenses and payments of existing grant commitments, all expenditure is funded through transfers from the endowment into the unrestricted funds. Based on these forecasts, the Trustees and the financial statements are prepared on this basis.

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THE FIDELITY UK FOUNDATION

3 (cont.)

Plans for future periods

The Trustees are committed to continuing to make grants in accordance with the stated objective of the Foundation and to source grant proposals matching the Foundation's grant criteria. The Trustees aim to set a grant budget at a level that will allow the Foundation to meet its objective, while maintaining a sustainable level of assets for future periods.

In the forthcoming period, the Trustees anticipate the overall value of grants awarded to increase. While continuing to make grants in line with the strategic frameworks for each of the programmes and as outlined in the grantmaking guidelines, the Foundation will also continue to review its work as it learns from grants made, reflects on impact and adapts to the changing context.

Structure, governance and management

The Foundation is a registered charity, number 327899, which is constituted as a charitable trust under a Trust Deed dated 13 July 1988. This Trust Deed authorises Trustees to make decisions regarding the allocation of funds.

Trustees meet three times a year, the Finance & Investment Subcommittee meets twice a year, and the Independent Trustees Subcommittee meets once per year. Various policies and guidelines are in place and are reviewed periodically to ensure sufficient governance arrangements and effective monitoring. All Trustees give of their time freely and no Trustee remuneration was paid in the year. Details of Trustee expenses and related party transactions are disclosed in notes 7 and 17 to the financial statements. From time to time a grant may be awarded to an organisation with which a Trustee is involved in some capacity. Trustees are required to disclose all relevant interests, which are then recorded in a conflicts of interest register, and withdraw from decisions where any conflict of interest arises.

Any new Trustees are appointed by the settlor, FIL Investment Services (UK) Limited, based on their ability to add value to the Foundation. Newly appointed Trustees are given an induction, during which they are briefed on investments, the grant-making process and the powers and responsibilities of the Trustee board. A brief history of the Trust, copies of board and sub-committee minutes, annual reports and financial statements, and a copy of the governing Trust Deed are made available to the incoming Trustee.

The Trustees of the Foundation have absolute discretion in the application of any income and capital of the Foundation for any purpose recognised as charitable by the law of England and Wales. Decisions regarding the application of funds and investment strategy are made at meetings of the board of Trustees.

Grant proposals are presented to Trustees at board meetings and between meetings via email. Decisions are arrived at on the basis of mutual agreement among Trustees. Some grants payable are subject to certain conditions being met by the recipients as outlined in grant offer packs.

The Trustees have established policies and procedures for delegated authority whereby grants of under £150,000 are subject to approval by either one or two Trustees (dependent on grant size). Grants of £20,000 or under can be made at the discretion of the Foundation s Chief Executive.

The five Trustees that are unaffiliated to FIL (see note below) also have a small budget for allocation to charitable organisations; these donations fall within the overall grant-making strategy of the Foundation and are not normally made to charities in which the Trustee is involved in a formal capacity and in such cases, proposals are considered by the Board.

The Foundation has not carried out any fundraising activities during the year. The Foundation received an unsolicited donation of £250 during the year to the

Day to day management of the Foundation is carried out by FIL Investment Management Limited as outlined in an Administrative Services Agreement. FIML has been one of the principal donors to the Foundation. Further details are provided in note 17 to the financial statements.

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THE FIDELITY UK FOUNDATION

3 (cont.)

Reference and administrative information

Trustees

The Trustees of the Foundation who were in office during the year and up to the date of signing the financial statements were:

A J Bolton S R Gandhi P D Goldsbrough A P Johnson

E B Johnson (retired 6 December 2023)

E C Johnson IV (Chair)

E L Johnson (appointed 28 February 2024)

J W Owen M A Rogers S E Walden

L Y Yueh (appointed 25 January 2024)

All of the Trustees are associated with the principal donors to the Foundation, with the exception of the five unaffiliated Trustees: S R Gandhi, P D Goldsbrough, J W Owen, M A Rogers and L Y Yueh.

Registered Office: Beech Gate, Millfield Lane, Lower Kingswood, Tadworth, Surrey KT20 6RP
Administrators: FIL Investment Management Limited, 4 Cannon Street, London EC4M 5AB
(Foundations Chief Executive: Lenka Setkova)
Investment Advisors: FIL Pensions Management, Beech Gate, Millfield Lane, Lower Kingswood,
Bankers:
Solicitors:
Independent Auditors:		 Tadworth, Surrey KT20 6RP
Barclays Bank PLC, 73-75 Calverley Road, Tunbridge Wells, Kent TN1 2UZ
Bates, Wells and Braithwaite London LLP, 10 Queen Street Place, London
EC4R 1BE
PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors,
1 Embankment Place, London WC2N 6RH
Registered Charity Number: 327899

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THE FIDELITY UK FOUNDATION

3 (cont.)

responsibilities in relation to the financial statements

The Trustees a re responsible for preparing the Trustees’ Report and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

The law applicable to charities in England & Wales requires the Trustees to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Foundation and of the incoming resources and application of resources of the Foundation for that period. In preparing these financial statements the Trustees are required to:

The Trustees are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Foundation and enable them to ensure that the financial statements comply with the Charities Act 2011, the Charity (Accounts and Reports) Regulations 2008 and the provisions of the Trust Deed. They are also responsible for safeguarding the assets of the Foundation and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Trustees are responsible for the maintenance and integrity of the charity and financial information included on the charity’s website ~~.~~ Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Independent Auditors

The Trustees have re-appointed the auditors, PricewaterhouseCoopers LLP, for the year to 31 December 2024.

Approved by the Trustees on 9 April 2024 and signed on their behalf by:

Trustee: P D Goldsbrough Date: 9 April 2024

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THE FIDELITY UK FOUNDATION

Indep UK Foundation

rustees of The Fidelity

Report on the audit of the financial statements

Opinion

In

We have audited the financial statements, included within the Annu which comprise: the balance sheet as at 31 December 2023; the statement of financial activities for the year then ended; cash flow statement for the year then ended ; and the notes to the financial statements, which include a description of the significant accounting policies.

Basis for opinion

responsibilities under ISAs (UK) are section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remained independent of the charity in accordance with the ethical requirements that are relevant to our audit of the in accordance with these requirements.

ities

Conclusions relating to going concern

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the c least twelve months from the date on which the financial statements are authorised for issue.

cern basis of accounting in the

preparation of the financial statements is appropriate.

ability to continue as a going concern.

Our responsibilities and the responsibilities of the trustees with respect to going concern are described in the relevant sections of this report.

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our

s not cover the other information and, accordingly, we do not express an audit opinion or any form of assurance thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report based on these responsibilities.

Based on our work undertaken in the course of the audit, the Charities Act 2011 requires us also to report certain opinions and matters as described below.

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THE FIDELITY UK FOUNDATION

l Report is inconsistent in any material respect with the financial statements. We have no exceptions to report arising from this responsibility.

Responsibilities for the financial statements and the audit

Responsibilities of the Trustees for the financial statements

ion to the financial statements, the trustees are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The trustees are also 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.

In preparing the financial statements, the trustees are responsible for assessing t concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the charity or to cease operations, or have no realistic alternative but to do so.

We are eligible to act and have been appointed as auditors under section 144 of the Charities Act 2011 and report in accordance with the Act and relevant regulations made or having effect thereunder.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material cludes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Based on our understanding of the charity/industry, we identified that the principal risks of non-compliance with laws and regulations related to the Charities Act 2011 and relevant regulations made or having an effect thereunder, including The Charities (Accounts and Reports) Regulations 2008. We evaluated the incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) by the trustees and those responsible for, or involved in, the preparation of the financial statements, and determined that the principal risks were related to posting inappropriate journal entries and management bias in accounting estimates and judgements. Audit procedures performed included:

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of noncompliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

.

Use of this report

This report, includ 144 of the Charities Act 2011 and regulations made under section 154 of that Act (Part 4 of The Charities (Accounts and Reports) Regulations 2008) and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

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THE FIDELITY UK FOUNDATION

Other required reporting

Charities Act 2011 exception reporting

Under the Charities Act 2011 we are required to report to you if, in our opinion:

we have not received all the information and explanations we require for our audit; or sufficient accounting records have not been kept by the Foundation; or

the financial statements are not in agreement with the accounting records.

We have no exceptions to report arising from this responsibility.

PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London 9 April 2024

12

THE FIDELITY UK FOUNDATION

STATEMENT OF FINANCIAL ACTIVITIES

FOR THE YEAR ENDED 31 DECEMBER 2023

----- Start of picture text -----
Unrestricted Restricted Endowment Total Total
Funds Funds Funds Funds Funds
2023 2023 2023 2023 2022
Note £ £ £ £ £
Income and Endowments from:
Donations 2 4,203,767 688 - 4,204,455 3,403,712
Investments 3 4,343,722 4,131 - 4,347,853 2,828,460
Total 8,547,489 4,819 - 8,552,308 6,232,172
Expenditure on:
Raising funds 4 (1,869) - - (1,869) (2,346)
(investment management costs)
Charitable activities
5 (13,675,386) (150,017) (128) (13,825,531) (10,940,774)
(including governance costs)
Total (13,677,255) (150,017) (128) (13,827,400) (10,943,120)
Net (expense)/income and net
movement in funds before (5,129,766) (145,198) (128) (5,275,092) (4,710,948)
(losses)/gains on investments
Net (losses)/gains on investments
15 (45,612) 40,482 10,793,636 10,788,506 (1,766,982)
and cash
Net (expense)/income and net
(5,175,378) (104,716) 10,793,508 5,513,414 (6,477,930)
movement in funds
Reconciliation of funds
Total Funds of the Foundation (6,558,937) 562,730 336,377,878 330,381,671 336,859,601
brought forward at 1 January
Transfer between funds 8,938,153 - (8,938,153) - -
Total Funds of the Foundation
carried forward at 31 December (2,796,162) 458,014 338,233,233 335,895,085 330,381,671
A comparative Statement of Financial Activities can be found in note 18 to the financial statements.
----- End of picture text -----

13

THE FIDELITY UK FOUNDATION

BALANCE SHEET AS AT 31 DECEMBER 2023

Total Total
Funds Funds
Note 2023 2022
£ £
Fixed assets
Investments 9 338,587,685 336,492,047
Total fixed assets 338,587,685 336,492,047
Current assets
Debtors 10 465,133 702,617
Cash at bank 11 11,182,676 4,992,700
Total current assets 11,647,809 5,695,317
Liabilities
Creditors: amounts falling due within one year 12 (9,910,196) (8,847,795)
Net current assets/(liabilities) 1,737,613 (3,152,478)
Total assets less current liabilities
Creditors: amounts falling due after more than
one year		 12 340,325,298
(4,430,213)		 333,339,569
(2,957,898)
Net assets 335,895,085 330,381,671
Endowment Funds 338,233,233 336,377,878
Restricted Income Funds 458,014 562,730
Unrestricted Income Funds (2,796,162) (6,558,937)
Total Funds of the Foundation 335,895,085 330,381,671

A comparative Balance Sheet can be found in note 19 to the financial statements

The financial statements on pages 13 to 35 were approved by the Board of Trustees on 9 April 2024 and were signed on its behalf by

Trustee

P D Goldsbrough

14

THE FIDELITY UK FOUNDATION

CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2023

Note
2023
£
Cash flows from operating activities:
Net cash used in operating activities
14
(6,567,776)
Cash flows from investing activities:
Investment income received
4,021,844
Investment management charges paid
(2,490)
Management fee rebates
1,178,845
Proceeds from sale of investments
82,616,686
Proceeds on redesignation of other equities
-
Purchase of investments
(75,092,269)
Net cash provided by investing activities
12,722,616
Change in cash in the year
6,154,840
Effect of exchange rate changes on cash
35,136
Net increase/(decrease) in cash
6,189,976
Cash at beginning of the year
4,992,700
Cash at the end of the year
11,182,676		 2022
£
(5,764,159)
2,686,884
(3,119)
1,359,151
102,617,684
411
(103,389,612)
3,271,399
(2,492,760)
7,312
(2,485,448)
7,478,148
4,992,700

*All purchases and sales of investments took place within the Endowment Fund and the Restricted Fund.

The Fidelity UK Foundation does not maintain any debt and therefore a reconciliation of net debt has not been included as the cash movements above provide the same information.

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THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023

1 Accounting policies

(a) Basis of preparation and assessment of going concern

The financial statements have been prepared under the historical cost convention with items recognised at cost or transaction value except for investments which are recorded at fair value as disclosed in note 9. The financial statements have been prepared in accordance with Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102) , the Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland (FRS 102), the Charities Act 2011.

The Trustees are authorised amounts from the investment portfolio to allow the Foundation to make grant payments from unrestricted funds or endowment funds as they fall due. As a result, Trustees consider that there are no material oing concern and the financial statements are prepared on a going concern basis.

Planned redemptions totalling £25,500,000 were made from the investment portfolio during 2023 (£20,000,000 from the proceeds of a sale of FIL shares and £5,500,000 from the managed portfolio) (2022: £1,700,000 from the managed portfolio), comprising of transfers from the expendable endowment fund to the unrestricted fund with the balance being the portfolio income earned (recorded as unrestricted income in line with Charity Commission guidance), to enable the Foundation to make grant payments as they fall due.

and have departed from the Charities (Accounts and Reports) Regulations 2008 only to the exte the relevant version of the Statement of Recommended Practice applicable to charities preparing their financial statements in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) rather than the Accounting and Reporting by Charities: Statement of Recommended Practice effective from 1 April 2005 which has since been withdrawn.

The Foundation constitutes a public benefit entity as defined by FRS 102.

Judgements

Judgements are made in relation to the method of allocating support costs between grant-making activities and governance costs on the basis of the amount of time spent by Foundation representatives on each activity (see note 1(f) and note 8) and in relation to recognising the full amount of multi-year grants at date of approval (see notes 1(d) and notes 12 and 13 for more information).

Estimates

The most significant estimates and key assumptions that affect items in the financial statements are related to the valuation of unquoted investments (see note 1(h) and note 9 for more information). With respect to the next reporting period, the year ending 31 December 2024, the most significant areas of uncertainty that could affect the carrying value of the assets held by the Foundation are the level of investment return and the performance of investment markets (see the investment policy and performance and risk management Estimates are also used in the assessment of exposure to market risk (see note 9).

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THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

1 Accounting policies (cont.)

(b) Funds structure

The Foundation funds are made up of an endowment fund, a restricted fund and an unrestricted fund. The endowment fund is an invested expendable endowment enabling the Foundation to maintain a sustainable long-term grant-making programme. The Trustees have discretion to expend some or all of the capital of the expendable endowment in circumstances which they consider would justify it, having regard to the need to maintain an appropriate balance between the interests of present and future beneficiaries. The restricted fund was established during 2 The unrestricted fund is available for use at the discretion of the Trustees in furtherance of the general activities of the Foundation.

investments are sold, and the sales proceeds are redeemed

(c) Income recognition

All income is recognised when the Foundation has entitlement to the income, it is probable that the income will be received, and the amount of income can be measured reliably.

Donations represent amounts received by the Foundation or where the Foundation has been notified that a donation has been irrevocably committed to be made to it during the financial year and include any associated tax credits.

Dividends are recognised once the dividend has been declared and notification has been received of the dividend due.

Interest on funds held on deposit is included when receivable and the amount can be measured reliably by the Foundation; this is normally upon notification of the interest paid or payable by the bank.

(d) Expenditure recognition

Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the Foundation to that expenditure, it is probable that settlement will be required, and the amount of the obligation can be measured reliably.

All expenditure is accounted for on an accruals basis. All expenses including support costs and governance costs are allocated or apportioned to the applicable expenditure headings. For more information on this attribution refer to note 1 (f) below.

Grants are payments made to third parties in the furtherance of the charitable objectives of the Foundation. Grants are recognised in the financial statements as liabilities after they have been approved by Trustees or by delegation, the recipients have been notified of the award (formally or informally) and it is fully expected that any terms and conditions to be fulfilled by the grantee(s) will be met. In these circumstances there is a valid expectation by the recipients that they will receive the grant. Once recognised in the financial statements, grants are only written back if the related project is cancelled, if there is a material change in the scope of the project, or if the organisation/project no longer meet the terms of the grant agreement. If any such scenario arises but the Foundation still wishes to make the grant payment, the related grant is written back and disclosed instead as a contingent liability to reflect the uncertainty around the timing of the payment.

Provisions for grants are made when recipients have been notified of the award but there is uncertainty as to the timing of the grant or the amount of grant payable.

(e) Irrecoverable VAT

Irrecoverable VAT is charged against the expenditure heading for which it was incurred.

17

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

1 Accounting policies (cont.)

(f) Allocation of support costs

Governance costs are a type of support costs and comprise all costs involving the public accountability of the Foundation and its compliance with regulation and good practice. These costs include statutory audit and legal fees together with an apportionment of the support costs considered to be incurred in complying with note 7).

Other support costs have been allocated between governance costs and grant-making activities on a 25:75 basis, reflecting an estimation of the time spent by Foundation representatives on the respective activities (as disclosed in note 1 (a)). Those support costs attributed to grant-making activities have subsequently been allocated between programme areas based on the number of grants awarded in each category. See notes 6 and 8 for further details.

(g) Management fees and rebates

Gross investment management fees are charged against investment fund prices with investment valuations being shown net of these charges. The Foundation receives rebates of investment management charges, which are received in cash and immediately reinvested into the managed portfolio. Management fee rebates are presented as realised gains on the managed portfolio and not as donated services.

(h) Fixed asset investments

Investments are a form of basic financial instrument.

Quoted investments are initially recognised at their transaction value and subsequently measured at their fair value as at the balance sheet date using the closing quoted market price.

Unquoted investments are stated at current value based on expected realisable value at the balance sheet date. The current value of FIL shares and ERS shares has been estimated to be equal to the value communicated by FIL and ERS, based on net asset FIL and ERS. The unquoted investments in FIL and ERS can only be redeemed at the discretion of FIL and ERS and only at the quarterly NAV. FIL and ERS also have the right to apply restrictions to defer the payment of significant redemption proceeds; however, the Trustees do not foresee a circumstance under which this would be enforced, and the Trustees do not believe that there are any restrictions that would materially affect the fair value of the investment. Based on these investment characteristics, NAV is determined to be the best approximation of fair value. The current values of the holdings in Fidelity Common Contractual Funds are derived from the sum of the quoted prices of the investments in the underlying funds and are provided by FIL Fund Management (Ireland) Limited in its capacity as Manager of the fund.

The Statement of Financial Activities includes the net gains and losses arising on revaluation and disposals throughout the year.

The Foundation does not acquire options, derivatives or other complex financial instruments.

The main form of financial risk faced by the charity is that of volatility in equity markets and investment markets due to wider economic conditions, the attitude of investors to investment risk and changes in sentiment concerning equities and within particular sectors or subsectors. More detailed disclosures relating

(i) Realised gains and losses

All gains and losses are taken to the Statement of Financial Activities as they arise. Realised gains and losses on investments are calculated as the difference between sales proceeds and their opening carrying value or their purchase value if acquired subsequent to the first day of the financial year. Unrealised gains and losses are calculated as the difference between the fair value at the year end and their carrying value. Realised and unrealised investment gains and losses are combined in the Statement of Financial Activities.

18

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

1 Accounting policies (cont.)

(j) Contingent liabilities

A contingent liability is identified and disclosed for those grants resulting from:

(k) Foreign currencies

Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary assets and liabilities are retranslated at the rate of exchange ruling at the balance sheet date. All differences are taken to the Statement of Financial Activities.

(l) Taxation

The Foundation is a registered charity, and as such is entitled to certain tax exemptions on income and profits from investments, if these profits are applied solely for charitable purposes.

2 Donations

3

4

----- Start of picture text -----
2023 2022
£ £
Corporate donations 4,200,000 3,400,000
688 500
Other donations 3,767 3,212
4,204,455 3,403,712
Investment income
2023 2022
£ £
Listed equities 260,104 223,757
Other equities 1,742,688 1,418,641
Mutual funds 1,892,175 1,008,768
Real Estate funds 33,294 118,949
Cash funds 370,041 43,438
Mutual and cash funds (restricted fund) 4,131 2,212
Bank interest 45,420 12,695
4,347,853 2,828,460
Raising funds
2023 2022
Investment management costs: £ £
Custodian fee 1,869 2,346
----- End of picture text -----

19

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

5 Charitable activities

Grant-making activities (note 6)
Governance costs (note 7)
Grant-making activities (note 6)
Governance costs (note 7)
rant-making activities		 Unrestricted
Funds
Restricted
Funds
Endowment
Funds
Total Funds
2023
2023
2023
2023
£
£
£
£
13,418,097
150,017
128
13,568,242
257,289
-
-
257,289
13,675,386
150,017
128
13,825,531
Unrestricted
Funds
Restricted
Funds
Endowment
Funds
Total Funds
2022
2022
2022
2022
£
£
£
£
10,683,434
20
1,352
10,684,806
255,968
-
-
255,968
10,939,402
20
1,352
10,940,774

6 Grant-making activities

All grants were made to institutions; no grants were made to individuals. Grant support costs have been allocated based on the number of grants awarded in each category.

Grants approved in 2023
Arts, culture and heritage
Health and wellbeing
Disadvantaged children and
young people
Environmental conservation
Other
Global Scholarship Fund
Grants written back
Total		 Number
of grants
23
13
20
3
7
1		 Grant value
Support
costs
(note 8)
Total
£
£
£
5,266,604
232,626
5,499,230
2,823,256
131,484
2,954,740
3,356,215
202,283
3,558,498
1,034,007
30,342
1,064,349
400,000
70,799
470,799
150,000
-
150,000
67 13,030,082
667,534
13,697,616
(129,374)
-
(129,374)
12,900,708
667,534
13,568,242

See note 20 for a full list of grants approved in year.

20

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

6 Grant-making activities (cont.)

Grants approved in 2022
Arts, culture and heritage
Health and wellbeing
Disadvantaged children and
young people
Other
Grants written back
Grants returned
Total		 Number
of grants
14
9
28
7		 Grant value
Support
costs
(note 8)
Total
£
£
£
2,630,195
136,850
2,767,045
2,406,935
87,974
2,494,909
4,770,621
273,698
5,044,319
711,500
68,425
779,925
10,519,251
566,947
11,086,198
(231,800)
-
(231,800)
(169,592)
-
(169,592)
10,117,859
566,947
10,684,806
58

7 Governance costs

----- Start of picture text -----
2023 2022
£ £
Trustee expenses 51 75
Legal fees 6,106 37,292
Audit fees 28,621 29,620
Support costs (note 8) 222,511 188,981
257,289 255,968
----- End of picture text -----

The nine Trustees in post during 2023 received no remuneration from the Foundation during the year (2022: the nine Trustees in post received no remuneration from the Foundation). One Trustee was reimbursed for travel and subsistence expenses totalling £51 during the year (2022: one Trustee was reimbursed for travel and subsistence expenses totalling £75).

Audit fees represent £23,851 (net of VAT) for the audit of the 2023 financial statements (2022: £24,683 (net of VAT) for the audit of the 2022 financial statements). No other services were provided by the auditors.

In accordance with SORP paragraph 6.15, the audit fee is the amount paid directly by the Foundation and the fee level the Foundation is willing to pay in the open market. This is less than the total allocation of by PricewaterhouseCoopers LLP, who are also the auditor of other FIL related entities.

21

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

8 Support costs

----- Start of picture text -----
Allocated to Allocated to Total
grant-making activities governance costs 2023
£ £ £
Administration and
management costs 667,534 222,511 890,045
Allocated to Allocated to Total
grant-making activities governance costs 2022
£ £ £
Administration and
management costs 566,947 188,981 755,928
----- End of picture text -----

Support costs have been allocated between grant-making activities and governance costs on a 75:25 basis. This reflects a judgment on the amount of time spent by Foundation representatives on the respective activities. See note 17 for details of how administration and management services are provided.

9 Investments

Movement in Investments during 2023

----- Start of picture text -----
Listed Mutual Mutual Real Estate Other Total
Equities Funds Funds Funds Equities
(Restricted
Fund)
£ £ £ £ £ £
Market value b/f
1 January 2023 9,076,386 187,030,667 673,418 3,592,753 136,118,823 336,492,047
Additions at cost - 75,017,178 75,091 - 35,601 75,127,870
Disposal proceeds (51,320) (53,103,941) (95,483) (3,533,454) (25,832,488) (82,616,686)
Realised gains on
disposals 45,738 3,566,705 (15,100) 1,222,965 25,090,307 29,910,615
- - - -
Unrealised FX gain (6,509,711) (6,509,711)
Unrealised
Investment
gains/(losses) 112,967 10,249,006 48,125 (1,282,264) (22,944,284) (13,816,450)
Market value as at
31 December 2023 9,183,771 222,759,615 686,051 - 105,958,248 338,587,685
Movement in Investments during 2022
Listed Mutual Mutual Real Estate Other Total
Equities Funds Funds Funds Equities
(Restricted
Fund)
£ £ £ £ £ £
Market value b/f
1 January 2022 9,354,451 195,073,330 668,877 8,161,872 125,454,069 338,712,599
Additions at cost 1,205,377 102,176,988 7,247 - - 103,389,612
- -
Disposal proceeds (683,172) (97,544,469) (4,390,043) (102,617,684)
Realised gains on
disposals 475,816 10,630,677 - 2,044,222 - 13,150,715
Unrealised FX gain - - - - 15,580,906 15,580,906
Unrealised
Investment (losses)/
gains (1,276,086) (23,305,859) (2,706) (2,223,298) (4,916,152) (31,724,101)
Market value as at
31 December 2022 9,076,386 187,030,667 673,418 3,592,753 136,118,823 336,492,047
----- End of picture text -----*

Movement in Investments during 2022

*Other equities comprised Common and Preferred Shares in FIL and ERS.

22

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

9 Investments (cont.)

Recognised fair value measurements

To provide an indication about the reliability of the inputs used in determining fair value, the Foundation has classified its financial instruments into the three levels prescribed under the accounting standards. An explanation of each level follows underneath the table.

Listed Equities
Mutual Funds
Mutual Funds (Restricted Fund)
Other Equities
Total
Listed Equities
Mutual Funds
Mutual Funds (Restricted Fund)
Real Estate Funds
Other Equities
Total		 Level 1
Level 2
Level 3
Total2023
£
£
£
£
9,183,771
-
-
9,183,771
97,291,540
125,468,075
-
222,759,615
686,051
-
-
686,051
-
-
105,958,248
105,958,248
107,161,362
125,468,075
105,958,248
338,587,685
Level 1
Level 2
Level 3
Total2022
£
£
£
£
9,076,386
-
-
9,076,386
99,592,432
87,438,235
-
187,030,667
673,418
-
-
673,418
-
-
3,592,753
3,592,753
-
-
136,118,823
136,118,823
109,342,236
87,438,235
139,711,576
336,492,047

There were no transfers between any of the levels for recurring fair value measurements during the year (2022: £nil). The policy is to recognise transfers into and out of fair value hierarchy levels as at the end of the reporting period.

Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, overthe-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities.

Exposure to market risk

The values of the investments are subject to foreign currency risk related to amounts denominated in currencies other than GBP, mainly being the US Dollar. If the US Dollar weakened as compared to GBP by 5%, the investment values would reduce by c. £8m (2022: £9m). The values of the investments are also subject to market risk. If the equity markets experienced a 5% downturn, the investment values would reduce by c. £10m (2022: £9m).

23

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

----- Start of picture text -----
10 Debtors
2023 2022
£ £
Management fee rebates 312,387 278,678
-
Management fee rebates (restricted fund) 1,358
Dividend receivable 152,746 277,989
Other debtors - 144,592
465,133 702,617
11 Cash at bank
2023 2022
£ £
Cash at bank 11,182,676 4,992,700
12 Creditors
2023 2022
Amounts falling due within one year: £ £
Grants 9,685,775 8,680,945
Accrued administration services 128,971 133,736
Other creditors 95,450 33,114
9,910,196 8,847,795
Amounts falling due after more than one year:
Grants 4,430,213 2,957,898
14,340,409 11,805,693
Movement in grant commitments during the year:
2023 2022
£ £
Grant commitments recognised at start of year 11,638,843 9,846,536
New grant commitments charged to SoFA in year (note 6) 13,030,082 10,519,251
Grants written back during the year (129,374) (231,800)
Grants paid during the year (10,420,232) (8,507,885)
FX (loss)/gain on grants payable (3,331) 12,741
Amount of grant commitments recognised at end of year 14,115,988 11,638,843
----- End of picture text -----

13 Contingent Liabilities

The Foundation had no contingent liabilities at 31 December 2023 (2022: nil).

24

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

14 Net cash flow used in operating activities

----- Start of picture text -----
2023 2022
£ £
Net movement in funds (excluding endowment) (5,280,094) (4,719,928)
Less: investment income earned (3,977,812) (2,785,022)
Add: investment management costs 1,869 2,346
Less: investment gains on restricted fund (37,150) (2,409)
Add: investment losses on unrestricted fund 45,612 -
Decrease/(increase) in debtors 144,592 (118,959)
Increase in creditors 2,535,207 1,859,813
Net cash outflow used in operating activities (6,567,776) (5,764,159)
15 Net gains/(losses) on investments and cash
2023 2022
£ £
Unrealised investment losses (13,816,451) (31,723,689)
Realised gain on disposals 29,600,231 13,150,715
Realised gain from rebates 1,211,197 1,230,515
Realised loss on distribution received (47,354) -
Unrealised FX gains on cash 35,136 7,311
Unrealised FX (losses)/gains on investments (6,509,711) 15,580,906
Other exchange rate gains/(losses) 315,458 (12,740)
Net gains/(losses) on investments and cash 10,788,506 (1,766,982)
16 Analysis of movement in funds
Balance Income Expenditure Net losses Transfer Balance
01 January on between 31 December
2023 investments funds 2023
£ £ £ £ £ £
Unrestricted funds (6,558,937) 8,547,489 (13,677,255) (45,612) 8,938,153 (2,796,162)
Restricted funds 562,730 4,819 (150,017) 40,482 - 458,014
Endowment funds 336,377,878 - (128) 10,793,636 (8,938,153) 338,233,233
Total funds 330,381,671 8,552,308 (13,827,400) 10,788,506 - 335,895,085
Balance Income Expenditure Net gain on Transfer Balance
01 January investments between 31 December
2022 funds 2022
£ £ £ £ £ £
Unrestricted funds (2,503,828) 6,229,460 (10,941,748) - 657,179 (6,558,937)
Restricted funds 570,370 2,712 (20) (10,332) - 562,730
Endowment funds 338,793,059 - (1,352) (1,756,650) (657,179) 336,377,878
Total funds 336,859,601 6,232,172 (10,943,120) (1,766,982) - 330,381,671
----- End of picture text -----

See Funds and

more details.

25

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

17 Related party transactions

During 2023, the Foundation received a donation of £4,200,000 from (2022: £3,400,000 from FHL). FHL is a subsidiary of FIL. FIL is a company with three directors in common .

The Foundation investments include £231,943,386 of funds held in an investment portfolio managed by FIL Pensions Management ( FPM ) (2022: £199,699,806). FPM is a subsidiary of FIL. Within the investment portfolio, underlying funds valued at £185,552,683 (2022: £155,373,957) are managed by subsidiaries of FIL. The Foundation holds investments managed by subsidiaries of FIL valued at £569,075 (2022: £673,418 Annual management charges of £1,211,192 (2022: £1,230,183) were rebated to the Foundation during the year. Income in 2023 from these investments was £1,167,074 (2022: £944,816). At 31 December 2023, an amount of £312,388 was receivable from FPM in relation to rebated management charges (2022: £280,036) and an amount of £152,746 was receivable in relation to investment income (2022: £277,989).

Investments also include £39,758,071 of Common and Preferred Shares in FIL (2022: £62,224,504 of Common shares in FIL). Dividend income in 2023 from these investments was £35,601 (2022: £nil). During the year the Foundation sold 252,344 shares in FIL to Beacon PT Company LLC generating sale proceeds of £25,832,488. Two of the Trustees of the Foundation (the 'connected trustees') are directors of the Beacon PT Company LLC. Both of the connected trustees had a conflict of interest, so they were absent from the decision making relating to the proposed sale. The decision to dispose of the shares was taken, Commission order was then granted consenting to the sale.

Cash at bank and in hand includes £10,903,697 (2022: £4,400,656) of units in a fund of Fidelity Institutional Liquidity Fund plc, which is managed by FIL Investment Management (Luxembourg) S.A., Ireland Branch, a wholly owned subsidiary of FIL.

The Foundation does not employ any staff directly. Management, overhead and administration expenses of the Foundation are initially paid by FIL Investment Management Limited ( FIML ) and subsequently recharged through an Administration Services Agreement set up with the Foundation. Costs attributed to the Foundation and recharged for the year were £796,316 including VAT (2022: £699,429). FIML is a wholly owned subsidiary of FIL. As at 31 December 2023, an amount of £195,200 was payable to FIML in relation to administration expenses (2022: £145,023).

FIML also provides administration services to Fidelity Asia Pacific Foundation, Fidelity Bermuda Foundation, and Fidelity Europe Foundation, separate charitable trusts (formerly one Foundation known as Fidelity International Foundation), which each have four Trustees in common with the Foundation. There have been no transactions between the Foundation and any of the other foundations during the year and there are no balances outstanding between the four entities.

26

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

----- Start of picture text -----
||||||| |---|---|---|---|---|---| |18|Statement of Financial Activities for the year ended 31 December 2022| |Unrestricted|Restricted|Endowment|Total| |Funds|Funds|Funds|Funds| |2022|2022|2022|2022| |Note|£|£|£|£| |Income and Endowments from:| |Donations|2|3,403,212|500|-|3,403,712| |Investments|3|2,826,248|2,212|-|2,828,460| |Total|6,229,460|2,712|-|6,232,172| |Expenditure on:| |Raising funds|(2,346)|-|-|(2,346)| |4| |(investment management costs)| |Charitable activities| |5|(10,939,402)|(20)|(1,352)|(10,940,774)| |(including governance costs)| |Total|(10,941,748)|(20)|(1,352)|(10,943,120)| |Net (expense)/income and net| |movement in funds before gains|(4,712,288)|2,692|(1,352)|(4,710,948)| |on investments| |Net losses on investments and| |15|-|(10,332)|(1,756,650)|(1,766,982)| |cash| |Net (expense) and net movement| |(4,712,288)|(7,640)|(1,758,002)|(6,477,930)| |in funds| |Reconciliation of funds| |Total Funds of the Foundation|(2,503,828)|570,370|338,793,059|336,859,601| |brought forward at 1 January| |Transfer between funds|657,179|-|(657,179)|-| |Total Funds of the Foundation| |carried forward at 31 December|(6,558,937)|562,730|336,377,878|330,381,671|

----- End of picture text -----

27

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

19 Balance Sheets as at 31 December 2023 and 31 December 2022 analysed by fund

----- Start of picture text -----
Unrestricted Restricted Endowment Total
Funds Funds Funds Funds
2023 2023 2023 2023
£ £ £ £
Fixed assets
Investments - 686,052 337,901,633 338,587,685
Total fixed assets - 686,052 337,901,633 338,587,685
Current assets
Debtors 152,746 - 312,387 465,133
Cash at bank and in hand 11,159,400 4,063 19,213 11,182,676
Total current assets 11,312,146 4,063 331,600 11,647,809
Liabilities
Creditors: amounts falling due within
one year (9,826,645) (83,551) - (9,910,196)
Net current assets/(liabilities) 1,485,501 (79,488) 331,600 1,737,613
Total assets less current liabilities 1,485,501 606,564 338,233,233 340,325,298
Creditors: amounts falling due after
more than one year (4,281,663) (148,550) - (4,430,213)
Net (liabilities)/assets (2,796,162) 458,014 338,233,233 335,895,085
Unrestricted Restricted Endowment Total
Funds Funds Funds Funds
2022 2022 2022 2022
£ £ £ £
Fixed assets
Investments - 673,418 335,818,629 336,492,047
Total fixed assets - 673,418 335,818,629 336,492,047
Current assets
Debtors 422,581 1,358 278,678 702,617
Cash at bank and in hand 4,660,222 51,907 280,571 4,992,700
Total current assets 5,082,803 53,265 559,249 5,695,317
Liabilities
Creditors: amounts falling due
within one year (8,768,144) (79,651) - (8,847,795)
Net current (liabilities)/assets (3,685,341) (26,386) 559,249 (3,152,478)
Total assets less current (3,685,341) 647,032 336,377,878 333,339,569
liabilities
Creditors: amounts falling due after
more than one year (2,873,596) (84,302) - (2,957,898)
Net (liabilities)/assets (6,558,937) 562,730 336,377,878 330,381,671
----- End of picture text -----

28

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

20 Grants awarded during 2023

Enabling disadvantaged children and young people to fulfil their potential

During the course of the year 20 grants were given to organisations active in the field of tackling disadvantage among children and young people with a total value of £3,356,215 (2022: 28 grants, total value £4,770,621).

----- Start of picture text -----
Grantee Amount of Grant
Description of Grant
Education attainment:
Jamie's Farm
Towards new roles (Business Development Manager, HR Manager, Fundraising Manager and
£499,303
Systems Manager); a fixed-term PR consultant and IT systems updates to support impact
measurement and finance, underpinning and enabling expansion across two new farm sites.
IntoUniversity
Building capacity to support the charity's plans to scale adding three new roles (Compliance £346,252
Manager, Assistant Head of Operations and Partnerships Officer) and upgrading IT systems
Get Further
Towards new roles (fixed-term Digital Product Manager and a permanent Director of Impact)
£246,100
and an IT systems update to create organisational efficiencies and enhance impact
measurement.
Refugee Education UK
£148,459
Implementation of a CRM system.
Future Frontiers
£109,100
Technology developments to support impact and data knowledge.
Employability:
Prince's Trust
Towards phase two of the data and analytics transformation project to enable a more evidence- £350,000
based and data-led approach to reaching disadvantaged young people.
Resurgo
Towards new posts of Senior Strategy Manager and a Church Partnerships Development £190,475
Manager to support expansion.
Creative Youth Network
Towards new part-time roles, including Project Manager, Community and Partnerships Manager
£147,164
and Estates and Finance Administrator, to deliver activities to support income generation
strategy.
Engineering Development Trust
£146,717
Towards a new Head of Impact role and to improve data capture systems.
Springboard UK
£105,978
Improving accessibility of Springbo
Environmental Vision
School Growth Accelerator: Development of national schools and partnership strategy to £20,000
support growth.
Wellbeing:
Family Rights Group
Increasing the impact of the advice service through an investment in technology and evaluation £201,084
capacity.
Winston's Wish
The adaptation, validation and dissemination of the Children's Attitude to Grief Scale to improve £187,808
impact measurement for Winston's Wish and also for the wider child bereavement sector.
Kids Inspire
£142,579
Towards a new post of Head of Marketing and Communications and a fundraising CRM.
Family Gateway
Developing and scaling the Barefoot Professionals Model, including recruitment of a Training £140,500
and Volunteer Coordinator.
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29

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

20 Grants awarded during 2023 (cont.)

Enabling disadvantaged children and young people to fulfil their potential (cont.)

----- Start of picture text -----
Grantee Amount of Grant
Description of Grant
Community-based interventions:
YMCA George Williams College
Towards a new Head of Research and Evaluation and contributing to new Head of Finance post £145,231
-
to build organisational capacity post merger.
WILD Young Parents
£122,194
Towards new post of Fundraising Lead.
The Venture Trust
Towards new post of Outdoor Practice and Development Manager to support the training and £67,771
development provision and support income generation.
EveryYouth
Scoping work for 'What Works for Young People: understanding impact to £20,000
transform the lives of young people experiencing homelessness.'
Grapevine Coventry and Warwickshire
£19,500
Improvements to impact data.
Total £3,356,215
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30

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

20 Grants awarded during 2023 (cont.)

Arts, culture and heritage

During the course of the year 23 grants were given to organisations active in the field of Arts, Culture and Heritage with a total value of £5,266,604 (2022: 14 grants, total value £2,630,195).

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Grantee Amount of Grant
Description of Grant
Britten Pears Arts
Towards refurbishment costs to upgrade and improve accessibility to the Britten Pears
£500,000
Building, and to recruit of new post to develop community partnerships and programme
activity for the enhanced venue.
Dulwich Picture Gallery
Refurbishment and conversion of a historic cottage to support earned income generation £473,680
and greater engagement opportunities for families, children and school groups.
Quentin Blake Centre
£365,295
Establishment of Campaigns Team to generate fundraised and earned income
Bluecoat
Towards new roles of Marketing and Events Executive, Duty Manager, and Head Chef £342,937
Firstsite
Towards new roles of Head of Philanthropy and Evaluation and Data Coordinator to £335,053
develop fundraising incomes.
Turner Contemporary
Towards new staff roles/consultancy costs, refurbishment of the building and digital
£324,750
system updates to improve visitor welcome experience, develop audiences and establish
new income streams.
Brighton & Hove Museums
Increasing income generation capacity across visitor engagement, corporate support and
£304,500
retail licensing opportunities through the appointment of four new roles (Visitor Experience
Manager, Head Guide, Corporate Development Manager and Licensing Manager).
Shakespeare's Globe Trust
Towards new posts of archivist and librarian to support expansion of research and £251,181
collections facilities.
Modern Art Oxford
Re-design and refurbishment of the café space, within a larger capital build project. £250,000
Towner Eastbourne
Customer Relationship Management (CRM) system and recruitment of a Development
£250,000
Manager and an Audience Development Manager to support audience development and
grow income.
Hospital Rooms
Customer Relationship Management (CRM) implementation, recruitment of Digital
£214,900
Marketing and Communications Manager, and development of marketing and
communications strategy to grow audiences and income.
Manchester Camerata
Towards new post of Digital Content Producer and associated activity to strengthen £195,000
audience engagement and grow income .
Garden Museum
Towards new post of Development Manager: Endowment and Legacies, and associated £193,895
campaign activity.
National Saturday Club
£150,000
Towards new post of Director of Corporate and Philanthropic Fundraising.
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31

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

20 Grants awarded during 2023 (cont.)

Arts, culture and heritage (cont.)

----- Start of picture text -----
Grantee Amount of Grant
Description of Grant
Unlimited
Customer Relationship Management (CRM) development and implementation of a new £150,000
grant application portal .
Clean Break
£149,867
Towards new post of Business Development Manager and income generation.
Southbank Sinfonia
Post-merger activities: new systems integration, branding and website. £138,800
Trinity Community Arts
£131,633
.
The Lightbox
Towards new post of Fundraising and Data Co-ordinator, and development of CRM and £130,000
digital offer to develop audiences and increase fundraising.
Cardboard Citizens
Towards new post of Supporter Engagement Officer and associated activities to grow £121,500
fundraised income.
Story Museum
Towards new posts of Business Development and Venue Hires Manager, a Marketing £120,688
Assistant and associated business development activity.
Brighton Dome and Festival
£92,925
Recruitment of a Singing Strategy Manager to expand the singing programme across.
Capital Theatres
Development of new website to generate increased income and strengthen public £80,000
engagement.
Total £5,266,604
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32

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

20 Grants awarded during 2023 (cont.)

Health and wellbeing

During the course of the year 13 grants were given to organisations active in the field of Health and wellbeing with a total value of £2,823,256 (2022: 9 grants, total value £2,406,935).

----- Start of picture text -----
Grantee Amount of Grant
Description of Grant
FareShare
Towards three new posts (PMO Manager, Business Analyst and Project Manager) to
£420,288
establish a Project Management Office to lead a three-year technology transformation
programme.
MS Society
Towards the data transformation project to organise, streamline and connect data across £350,000
SafeLives
Towards business development support to sustain and develop SafeLives' training and £298,850
services provision.
Shared Lives Plus
Towards new posts of Senior Data Analyst and a Senior Researcher to expand reach and £276,110
impact.
Kinship
Implementation of a new telephony system and a new financial management system to £251,658
support delivery at scale.
James' Place
Towards new post of Head of HR and Operations, and clinical IT system updates to £248,700
support growth.
Carers Trust
Towards the completion and adoption phase of the Virtual Carers Centre, a digital support £240,566
and resource platform for unpaid carers across the UK.
FoodCycle
Towards the finance function, including recruitment of a new Head of Finance and upgrade £192,219
of the donations platform.
Horatio's Garden
Towards new post of Operations Director to support expansion and strengthen the senior £170,100
leadership team.
Shift.ms
£146,146
Towards a Senior Product Manager to lead on key digital projects.
The Cares Family
£129,374
Towards new post of Head of Development (New Business) role and IT system updates.
Family Links
£81,245
Towards a new CRM platform so all data can be held on one central platform.
Mental Health Innovations
£18,000
Consultancy support.
Total £2,823,256
This grant offer was subsequently withdrawn as the organisation ceased operating in October 2023
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33

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

20 Grants awarded during 2023 (cont.)

Environmental conservation

During the course of the year 3 grants were given to organisations active in the field of Environmental conservation with a total value of £1,034,007 (2022: nil).

----- Start of picture text -----
Grantee Amount of Grant
Description of Grant
Royal Society of Wildlife Trusts
Digital and data transformation project to support the RSWT, and its federated network, to
£500,000
become data and evidence led, and the development of a new volunteer management
system.
The Rivers Trust
Towards new posts in the Regional Development team to strengthen impact and £384,472
collaboration across the organisation's membership.
Green Light Trust
£149,535
Development of a new web interface and appointment of a new Data Insight Manager.
Total £1,034,007
Other
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During the course of the year 2 grants were given to Cross Sector projects with a total value of £300,000 (2022: 3 grants, total value £641,500) and 5 grants were given to organisations at the request of the unaffiliated Trustees with a total value of £100,000 (2022: 4 grants totalling £70,000).

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Grantee Amount of Grant
Cross Sector:
Kent Community Foundation
£150,000
Grant-making to charities in Kent .
Community Foundation for Surrey
£150,000
Grant-making to charities in Surrey .
Trustee Grants:
#Willdoes
Youth worker to run a mobile youth bus, providing services to young people across £20,000
Dorset.
Friends of Strand on the Green Schools
£20,000
Toilet refurbishment, quiet space and outdoor play area enhancements.
London Academy of Music & Dramatic Art
£20,000
Mental Health and Wellbeing Fund.
£20,000
Core costs.
Friends of Strand on the Green Schools
£20,000
Green space redevelopment.
Total £400,000
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34

THE FIDELITY UK FOUNDATION

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 (cont.)

20 Grants awarded during 2023 (cont.)

G

During the course of the year 1 grant of Fund (2022: nil).

----- Start of picture text -----
Grantee Amount of Grant
Imperial College of Science, Technology and Medicine
£150,000
Scholarships for students studying for an MSc in Investment and Wealth Management.
Total £150,000
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