Registered number: N1019019 Charity number: 101763 The Halifax Foundation for Northern Ireland (Company Limited by Guarantee) Annual report and financial statements for the year ended 31 December 2022 The Halifax Foundation for Northern Ireland Annual report and financial statements for the year ended 31 December 2022 Contents Pages References and administrative deiails of the Charity Chair's report Trust¢es' Report (Incorporating the Directors report) for the year ended 31 December 2022 Independ¢nt auditor's reporl to the members of The Halifax Foundation for Northern Ireland 9- 12 Statement of financial aclivities (incorporalingy income and expendilure account) 13 Balance sheel 14 Statement of cash flows 15 Notes lo the tinanLial sialements 16-27 The Halifax Foundation for Northern Ireland References and administrative details of the Charity Trusteesldirectors Chair Gillian Boyd (Appointed as chair 16 March 20231 Barry Connolly IApwinted as chaiT 08 June 2022, ResI￿ed as chair16 January 2023) Paula Leathem {Resigr*d as chair 08 June 20221 Depuly Chilr Brenda Kelly Trustees Gillian Boj'd Barry Connolly Dionne Da￿a¥h l ReSI￿ed 17 April 2023) J¢nnJ Ebbagje Rebecca Flume (Appointed 21 Sepiember 2022) Brenda Kell> Paula Leaihem (Resigned 27 June 20221 AinL Mccoy Niall Parfitt M ichael Prenderg?ast MLlvin Sl'd Aine Mccoy C.'ornp8ny Secret&ry & Chief Executive Brenda NqcNlullan Registered OfficelPrincipal Office 2 Narth Que¢n Sireei Belfasl Nonhem Ireland FIT15 IES B8llkers Danske Bank Don¢gall Square West Belfast Bl'16JS Solicitors Edwards & Co. Solicitors 28 Hill Street Belfast BTI 2LA Independent Auditors Deloitte LLP 2 New stre￿ Square London. United kingdom EC4A 3BZ The Halifax Foundation for Northern Ireland Chair's report for the year ended 31 December 2022 The year began Mith an air of w)Siiivity as the impact of COVI D-19 had start¢d to loosen its grip on society. not leasi the ¢ommuniiy and voluntary sector here in Nlorthern Ireland. HoweveT, anoth¢T Crisis ￿8$ br¢%¥ing thai would deal another hammer blow to the SectLir in the fomi of the cost.of-livin&T CTISIS. Electricity and g7ag Costs substantially increased for community venues. as well as increased Tent costs for many. Once again, we highlighied our ¢ommitment to our grantee& flexing budgeis ro suit the soaring Lore costs. We were elated when having approached our sole donor, Lloyds Bankin¥ Group with our concems, Ihat ih¢y remained true io their aim of being'by your side,. They donated an additional £107,000 in funding to direetly support our groups th cost-of-living 5upporL for which we are mos¢ grateful. In 2022. Lloyd5 Banking GTOUP plc iransferr¢d to the Foundation £1.375.206 as part of its ongoing commitment to support our charilable activitics. This figure includes g iotal of £26,10 l of in-kind income, supporting ihe audit and administration of the Foundation, as well as the ¢osi-of-living support payment of £107,000. The Board of the F'oundation is mosi graieful ¢0 the dir¢iior% managemen¢, and siaff of LI0￿dS Bankiiig Group plc for the conlinuity and stability of this fundin& funding which allowed us to continuc to continue io provide fundin&? to th¢ charity se¢tor durinsF an extremely pressured time. Throuith our Community Gr8nis platfomi. we conlinued io olTer suprK)rt to charities WOTking specifically with disadvaniaged and dis&bl¢d p¢oplL. In keepingF with Charily Coiniiiission gPuld￿l(e, we 01)1 J. accept applicatiot15 fron) orgtinisations that are either fom11£ Ily registLred as charities or are ill the PTocess of doing so, the laiteT being includ¢d on ihe Charity Commission's 'combined lisi" In addiiion. our broadened portfolio of grants also continued. including l.aTge. Ihree-year granis and Special Iniiialiv¢s. ¢wo-)ear infrastructure awards as M'e planned to in our strategy 'A Vision lor the future. 2020 - 2023. During the year. we reeeived 160 applicaiions, and ollered grants lo 231 organi%aii(Jn$12021.. 1761 t(*alling £1.286.747. This exceeded our targ?ei sel of 200 organisatiuns supported. The nun)bei tsl'appliiations repr¢senis an increase on the previous year of 31 % Mhicli WL. bLlicve is eviden¢e of the se¢tOT reigyni¢ing folloiving on from thL uncertainty brought bout b>. thc continuing COVID- I Q restrictions, biit also highlights Ihe need lor additioniil support due to thc cosi-ol'_livin& ¢ri4is. cJr1￿ nlees told us on their applI￿110n fomis that a total of 2.35.584 ￿ople woiild benefii fTom our fundinb12$0.tK)O beneficiary larg¢ll. A full list of our awarded granis can be found on our website at ni. ntl -fuiided- ?rants-360- iyin We continued lo administer the Matched Giving Progrcimme (or Bank employees. In this arrangemenl ihe Foundaiian mal¢hes b(Iih the ¢&sh suins raised for chosen Lharities b>. Halifax Bank staff. As face-to-facL fundraisill&i conlinued t(> decrease for a sLcoiid year. LolleaguL'S became niore crealive ￿)d iiiiiovative iii fii)ding thays thLJ' rvuld ioniii)u¢ to sup]x)rl Lharilies closL' to their hearts durinbT this IiiTbulcnt time. They look parl in wild ￿41¢r 5Ivin)n)ing, singing events. gaming toumaments, c)cling, riinning and ￿alking challenges. lo nam¢ bui a le￿. Il'¢ ar¢ most proud of iheir elTorts. In 2022. 146 awards weTe made under the Mai¢h¢d (iivinb Proujri￿i￿1e. loialling £54.081 f(Y lo¢al charities. The succe%s of the aE)ove programmes and initiaiivcs diiring the year, is the resiilt of the continuing dedication and hard work of the ()I'licers of the Foundalion. Un behalf of all of tlie 'l'TllStees, I would like to expre55 our gTeat appreLiaiion ()r Iheir eftoris. My own personal tlianks niust a150 go to all of our invaluable Truslccs, who giv¢ un5tin¢ingly of Ih¢iT tin)¢ ond eX￿NIs¢ to ensure that ive maintain go(Kl governance stan&?r(b. meet our objective5 5u¢¢¢ssfully. 2nd also operaie as efficiently and elTectivel>' as ￿SSible. Thi5 >'ear, we weliomed one neiv Trustee - Rebecca I lurn¢ ￿.hO is already having an exlrernel> pnsilive impact on ihe foundalicin. Our ihanks also go 10 our outg)oing) Chair, Paula Leathem for Iier wise counsel over ihe pasl nine >ears 5¢rving a5 a Tru5t¢¢. OUT thanks also io Dionne Darragh and Ken Simpson who stepped doi%n recently. And to Barr>. Coiinolly, Chair ol'the Foundation Irom June 2022- Febriiary. ?02.3. We are delighted thai Bary wil l Temain a'l'rustee of the Foundation. Sinc¢r¢ thanks go to our patron Jim Mccooe, who served as a trustee of the Foundation from 2010-. 2019 and &¢¢ame our pairon in 2092. Jim continues to support the Foundation in building a strong relationship with the Bank and is an ex¢ellent amba&sador for the Foundation. We wish Jim every happiness as he retires from the Bank in June, and as patru). In closin& it has been a very rew'arding few months for me a5 1 take the Chair of Ik Foundation. As l embark on my sixth year with the Foundation, I look" back over my tenure with pride and believe ihe Foundation has created a special space for itself in the funding community in Northern Ireland. l am all t(K) aware of the challenges facin¥ the cvnin)unity and voluniarj. secii)r as they continue to face into the cost of liviiig crisis, as well as thc inipact of th¢ lack of a fun¢iioningF ¢xe¢utive. Il'e aim to LY knld in tackling sector issues and 5ear¢hing for innovative ways to alleviate disadvantage and disability in all their aspects. Mrs Gillian Boyd Chair 09 June 2023 The Halifax Foundatlon for Northern Ireland Trustees, Report (Incorporating the Directors, report) for the year ended 31 December 2022 The TTUStees, who are also Direciors of ihe charity for the purposes of the Companies Act 2(XJ6, submit I1￿1r Annual Report and the audited Financial Staiemenis for the >ear ended 31 Dttember 2022. This Tru5tecs' report has been prepared in accordance 'ith the provisions applicable to companies entitled to ihe small companies. ¢x¢rnption. trustees have adopied the provisions of the Companies Act 2006 and Accounting and Reporting by C"harities'. Statement of Recommended Practiee applicable to charities preparin¥ their financia] siaiein¢nls in ￿cOrdanCe with the Financial Reporting Standard applicable in UK and Republic of ITcland IFRS I O? elTeciive l January 20191 (Charities SORP IFRS 10211, in prcparingthe annual report and financial statements of the charity. The Siatement of Financial Activities (SOFA) shows the bToss income from all sources. Objectlves and activities The Foundation 15 established io support ¢h8ritable a¢iivities, principally in, but not limited to, Northern ITeland, in¢luding in particular the pro￿7$10￿ of support for disadvantaged or disabled people in order to: (a} advan¢¢ education and training,. and (b) womote the provision of facilities in the inieresi of social and community welfare. The Foundation achieves this objective by awarding grant5to charilies on receipi of an otTi¢ial application form. All applicalions are iheii assessed agjainst established criteria and awar(kd granls al Ihc dis¢r¢tion of the B01£ rd of Trustees. The Community rant Programme awards fiinding for a one-year period, alihoiigh or&)anisations may re-apply for fiiture grants. proNiding rnonitoriiigy and evalualioii TequiTements have been met. Perii)diLally. addiiionic I gFrant programmes are develorEd to respond to SPLLific neLds ￿1th1n thc comn)unity. Th¢ Larg?¢ Grants Pro￿traInine awarded 3-year gTrrant fundiiig) io l O charitics. The Special Inillkltives %cheme was opened to groiips supporting ihe third scctor OT l¢irgyc targcl bTTOUP, siippr>rting blood govemance Publ1¢ Benelll In reviewing our aims, objectives and planning for future activities, the Trustees have thken inio a¢coiini the C'harity C()mn)i8sion'q general giiidan¢e on public bei￿rIt. I'he'l'riislees always ensure Ihal the activities undertaken are in line with the charitable objLCIIVLS and ainis of the I lalifax Foundalioii for Northen) ITLlai)d. 'Publi¢ B¢n¢fil' LS the leb7al requirement that every or&anisation set up for onc or niorL' charilablc aims must be ubl¢ lo demonsirale. In order for an 0￿￿anIsa110n to be recognised. and registered. by the ChaTity Comrnission as a chariiy in Northern Ireland i( musi fulfil ihe reqliirernents of the Public Benefit Test known as 'the public benefit requireinent. The foundation fulfils th¢ folltswing> charitable putVQS¢s for th¢ public benefit.. Ihe prevention or relief of poverty. Ihe advanccmcni of education., the advancement of health or the savingi of lives; the advai)ceinent of citizenship or community development; the advan¢¢menl of human rigyhis. conflici Tesolulion or reconciliation or the promotion of Teliginuq or racial hariiiony or eqiiality and diversity, and: relief of those in need by reason of youitL age. ill-healih. disability, finaiicial hardship or o(her dI￿dvant42￿e. The Foundalion invites applicaiions for ihe funding of grants from or¥anisations with recognised charltable status. These applications ar¢ (h¢n reviewed agTain5t specific criteria and objectives which are set by the Trustccs, in accordallcc with ¢h¢ objects of the Foundation. The Foundation wa5 re¢ogni5ed. and regist¢r¢d, by the Charity. Commission as a charity in Northern Irelandon I'June201S. Achiev¢m¢nts and performanL A review of the charity's achievements and perfoTmance is included in the Chair's re￿)rt on page 2. The Halifax Foundation for Northern Ireland Trustees, Report (Incorporating the Directors, report) for the year ended 31 December 2022 (continued) Financial review The company had net expenditure foT the year of £475,57412021.' net in¢ome of £4È1,120} this ig ineluding & loss on revaluation of investsllents held in shaTes of £255,531 {2021'. gain of £210,4831. Grant mAking policy Th¢ Foundation's grant progrdmmes are approved by TTusiees. The Foundation will only accept applications from registered harilic5 op¢ralingy in Northern Ireland. All prob?ran)mes involve an application process. Applicutions are assessed b>, grants staff. including robust assessmeni of governance. Internal ch￿211enge meetings are held with the grants team and Chief F.xecutive. A Grants Committee Imade up of four trustees) meets lo review, recommendation5 frum ihe Gr¢ints team. FiT)al rniificaiion of all recommenddtions is soug>ht b> the full Board ofTrustees before decisions are sharL.d with applicants. ThL' applicant'4C.hoirperson must sign up to TeTm5 & Conditions before fundingi is released via bacs paj'ment. All grante¢s miist compleie an evaluation report. oiitlining expendilure, perfonnance, and impa¢l. Cjraniees musi demonstraie th¢ direct knefits their work has on people in need via monitorii)g and evaluation wl)icl) the grants teajn thoruu¥l)ly review. Results Lloyds Banklng Group plc shareholdlng TEie Foundation is principally funded by annual donaiions received under deed of Covenant from I,loyds Banking Group plc. Undcr thc tcrni of the Lovenani il)¢ Foundaiioi) was all(xated 4,-129.276 liniit¢d voiinb> shares in Lloyds Bankin& Group. rccogFiiiscd as ordinary sharc5 in ?017. Thc sharc portfolio has 5incL bcen diveTsified and al thc year end, the Foundation held 1,404.000 shclres in l.loyds Bankiiig C¥roup, No fLirther liiiiited voting sh¢ire5 are held by the foundation and therefore no similaT inc(Mne is due Irom the Llo>ds FlankingJ Ciroup plc. The markei value of ihe investments held 0131 December 2022 was £1,654,857 (2021 £2,0.56,6.50}. During th¢ financial year, the charity disposed of £518.$28 12021 £195,484). in line wilh our inveslm¢nl wlicy lo obiain a low risk. diverse portfolio 91 our invesiinenl managernenls di%relion. The Foundation received £1,375,206120?1.' £1,529.0881 under deed of ¢ov¢nanl of which £26,10 I relal¢s lo Gifts in Kind12021: £1 ? 1541. dividend income of £7a,03712021.. £60.7941 and a one off payment to supwrt cost of living increases &Jrantees were faciiigF of £107.000. After eX￿nd1(l1re of £1,688.-32912021.. £1,-124.901 I the net Outgoin￿ resource5 before adj Iislmeni for movemenl in market vallie ol. shar¢s aniouni¢d io £1255.53111?021.' £210.4831. The n¢1 oulg?oin&J r¢sources and deLrease in market value of shares have b¢¢n add¢d ¢0 the unr¢siriLi¢d fllnds brought forward giving J balanc¢ uf £2.358,111 120?]: £? 833.6861 at the balance sheet date. The Foundation supported a ilAal of 231 12021.. 1761 orbjanisations through ihe Comniuniiy Grdnts Programme, Large Grants and Special Initiatives Programrnes, wilh total direct beneficiaries of 235.58412021.. 289,1681. The Foundation anticipates supporting in the region of 300 organisations in 2023, and approximately 150.000 beneficiarie5. Reserves policy And going concern The Foundation is principally funded by an annual donation receiNrd under a deed of covenant from Lloyds Banking Group plc. The Board of TTUStees approves appl ications for grants at its quarteTly meeting5, having regard to the level of reserves required to meet its administrative expenses over the period until the next year's incotne is received. The Foundation keeps lis Reserves Polic) under review. The Trustees have reviewed the Foundation s projecied biidgeig and are comfortable that adeqiiate funding is in place to ensure the Foundation can ¢onlinL)e its op¢rations and the finan¢ial s131¢m¢nis can be signed off as a g)oing conc¢m. The Foundation aims to maintain a Teserve leNel of 6 months running costs of £173,525, 1 quarteT budgeted grants of £385,000 including £ I I 0.000 ol-cornmitted grants and ￿1nd-Up costs £214,283 which amount9 to £772,808. Actual reserves held as of 31, Deccmber 2022 w¢r¢ £2,358.11112021.. £2,833.686). TTUStets plan to spend down investments over the nexi number of years. The Halifax Foundation for Northern Ireland Trustees, report (Incorporating the Directors, report) for the year ended 31 December 2022 (continued) Financial review (conlbnued) Reserves pollcy and golnz concern Icontlnued} Reserves will be utilised to supw)rt the community and voluntary sector with grant funding, as well as SUFPOrtive initiatives to sirengthen the third sector. Investment policy The Trusiees have the power lo invest in such assets as they see fit within their investment policy le.g. eihical policyl. The Board of Trustces have continued to diversify, IheiT investment portfolio and have eng￿Yed with indLpendeni finGlncial advisers Investec to manage their y)rtfolio with a discretionary mandate which is low risk. The Investm¢nt Policy outlines the Trustees, desire lo diversify the portfolio, Mith the abilily to draw dowi LIP to £450,0(K) ￿r annum over ihe next 6 years ro lop lip the Foundations gTani b?ivin& Dir'. PAY and remuneration of key managelnent personnel Thc k¢y managcm¢nt F¢rsonn¢l of the Foundation r¢c¢iv¢d ￿M￿neratIon of £105,893 {2091.. £63,873). The HR. (iDv¢rnance and Nominations IHR(iNI ("ommittee detern)ines the Temiineration packages and ternis and conditions of both the Chief Executive Director on appointmeni and recommends to Trustees the salary, for the forthcon)ing >'ear. Pa) setting is calculated by research on market indicators. The Halifax Foundation for Northern Ireland Trustees, report (Incorporating the Directors, report) for the year ended 31 December 2022 (continued) Trustees The Trusttts who acted durin¥ the year and up lo date of signing these fmancial statement5 aTe shown on page l. Poiential candidates for appiintrnent as Trustees aTe consi(kred by Ihe HRGN c￿lmiNee. which makes recom¥n¢ndations 10 th¢ Board of Trustees for up to nine Trustees. A furthcr thr¢¢ Trus¢¢s are appointed by Lloyds Banking Group. ApFKJilltin¢nts, once made, are notified to the Lloyds Banking Groiip Board. Appoinm)enis tothe Jloard aTe made with dile regard to maintaining a gender, geographical, 8ocial and skillq mix in respect of ils membership. New I rustees receive a fornial Indwlion Programme as well as ongoin¥ iraining io include GDPR. Cyber Security. Diversity and sar¢¥￿rdIng iraining. At the dale of signing the Annual report there are currently 9 irustees. The Board of Trustees mee¢s quarterly to approv¢ grants and to delermine the Foundation's policies. In addition. a Board Meeting to fLKus on siralegi¢ planning takes place annually. The Board 15 assisted by a nun)ber of sub-committees, which have Temis of Reference approved by the Board, to which they report on IheiT meetings and other activities. 'I'he role of the FinAnce, Audit, Investment & Risk C'ommittee is lo satisfy themselves that any financial stalemenis published by the Foundalioii follom. appruv¢d a¢¢oui)tinb priiiLiplLS. to oversee the invLstmeiits purtfol io ofthe fouiidalion gnd gJiv¢ an accurate account of the Foundation's affair5. The Coini))ilt¢x' nieets quarterly, or more often if rcquiTL'd. The role of the Hllrnan Resources, GovernAnce and Nominnti(>n.% C"ommiltee is to make recon)mendaiions lo ihe Board on the appointmeiil of new Trustees. makes reLon)mendaiitsns Its il)¢ Board for the reinuneration 01. staff and I l R Inaii¢rs ihdl arise and eiisure great gOVLrn￿Ilc arrangLmenls arL in place. Th¢ C.()ii)niiitLe nieLls quarterly. or mor¢ oft¢n if rL4uired. The Grants Conimittot alongi %vitli the foundation 5 Otri¢¢r5 analyses all applications for grants and make fijnding recommendations lo the Board. All sub-cornmitiees Ineet on eibhi occasions per year. Wiil)in ali abirLLd stratCgFiC fTaiiieivork all operational issues fall within th¢ reniil of ihe Board of Trustees. Day to day operations are delegjated to the Cliicf Executive. R15k fftanagement The Board of Trustees has assessed the principal risks to which the Foundation is poteniiall). exposed in particular those relating to its operativns and finankes. 11 is r¢co&)nised Ihat risk Inana¥enienl is an on-goiii¥ aclivity involving ail Trusie¢s 8nd O￿l¢erS, and il has been ¢S￿blIshed as a quarterly agenda iteni for the fii)aiice. Audit, Inv¢sti)i¢ni & Risk C()nin)iltee. reviewed annually by the Board. Specific aspects of risk are reviewed by the Board of Trustees on a structured Imsis wilh a qUc1nerly report to the Finance, ALidit. Investment and Risk Committee. The Board is satlstied ihat systems are in place lo rnitigate these risks. The principal risk facing the Foundation 15 that of the performan¢c of l.loyds BartkIn￿ Group. This Lould impact the level of donation r¢¢¢ived by the Foiindaiion. This is mitigated by a minimum payment agreed by the iwnk and maintaining close cc)tnmunicati(Ms ¢h¢ bank. Another principal risk facing the Foiindation is the perfomiance of its investment portfolio. This could impact nn the level of fiinds available in future years. This is mitigated by appointing an investment m Standard applicable in the UK and Republic of Ireland Compan) law reqilires the trustees to prepare financial statements for each financial year which give a true and fair view of the slate ol'affairs ol'the charitable company and of the irKorning resource5 and applicatir)n of re%ourc¢s, includinb) the income and expenditur¢, of the ¢hariiable company for that period. In Preparing these financial slatemcnt5, Ihe trust¢¢s are required io.. select suitable accounting wli¢ies and then apply Ih¢m ¢onsisi¢ntly' ob5crve ihe methods and principles in the Charities SORP. make judgements and accounting estimates tha¢ ar¢ reasonable and prudent., stAte w.hether applicable UK Accounting Standards have been lollowed: and prepare ihe financial statements on the going concern basis unless it is inappropriate to presume thai charitaiAe company will continue in business. The trustees are resw>nsible lor keeping adequate a¢¢ounting re¢ordg that disclose with Teasonable accuracy at any time the financial position of the charitable company and enabl¢ ihem lo ensure thai ihe financial statements comply ivith the Companies A¢t 2006. They are also responsible for safeguarding) the assets of the charitabl¢ company and hen¢e for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Halifax Foundation for Northern Ireland Trustees, report (Incorporating the Directors, report) for the year ended 31 December 2022 (continued) Stalement as to disclosure to our auditors In so far as the trustees are aware at the timing of approving our trusiees, report-. (here is no relevant audii information of which ihe chari&bl¢ company's audilors are unawa￿. and the trustees have taken all steps that they ought to have taken to make ihLinselves aware of any relevant audit inlomiation and to establish that (he conipany's audiiors are aware of thai information. Small company exemption Thc Trustees have pr¢pared ¢his report in accordance with special provisions relating to small sized Companies with Part 15 of the Companies Acl 2006. The Trustees have taken advantage of the small companies, exemption, in accordance ￿1th section 414B of the Companies Act 2006. from including a separate Strategie Report in these financial sthiements. Independent auditors Halif￿ Foiindaiion for Northern Ireland appoinied Deloille as their independent auditor from 2021 al the Annual Generdl MLLiing in 2020. Approved by the Board of DiTLYlors and signed on behalf ofthe Board on.. IB sjl Ir$ GIIIIMn Boyd C'hAirl'l'rustee 09.lune 2023