Rogers Stirk Harbour + Partners Charitab - Charities report

REGISTERED COMPANY NUMBER: 02548804

REGISTERED CHARITY NUMBER: 1000796

Report of the Trustees and

Audited Financial Statements

for the Year Ended 30 June 2019

for

ROGERS STIRK HARBOUR + PARTNERS

CHARITABLE FOUNDATION LIMITED

Page

Reference and Administrative Details

1

Report of the Trustees

2

to

3

Report of the Independent Auditors

4

to

5

Statement of Financial Activities

6

Balance Sheet

7

Notes to the Financial Statements

8

to

12

Trustees

D P H Burgess Chair of trustees

Ms A O H Gale Independent trustee

A Lotay Staff trustee (resigned 31/10/2018)

S Light Partner trustee

Ms K J Darlington Staff trustee (appointed 1/11/2018)

Registered office

Level 14

The Leadenhall Building

122 Leadenhall Street

London

EC3V 4AB

Registered company number

02548804

Registered charity number

1000796

Independent auditors

Haines Watts

Chartered Accountants & Statutory Auditor

New Derwent House

69-73 Theobalds Road

London

WC1X 8TA

The company is limited by guarantee. None of the directors have beneficial interests. All of the directors (also known

as Trustees) are members of the Council of Management, and there are no other members.

The directors and Council of Management present their report and financial statements for the year ended 30 June

2019.

Key management personnel

Trustees

D P H Burgess (Chair of trustees)

Ms K J Darlington (Staff trustee) (appointed 1/11/2019)

Hon. Mrs A O H Gale (Independent trustee)

S Light (Partner trustee)

A Lotay (Staff trustee) (resigned 31/10/2018)

Objectives and activities

Objectives and aims

To promote the advancement of education and learning and dissemination of knowledge for the benefit of the Public in

relation to the art and science of architecture by the making of grants for research and training, the establishment of

collections and drawings, papers books and works of art, the establishment and maintenance of art galleries, lecture

and exhibition facilities, museums, libraries, research centres and similar facilities.

Generally to promote the advancement of education and learning and the dissemination of knowledge through teaching

research and the making of grants to institutions or individuals.

To promote the welfare, and research into such welfare, of persons who are suffering from mental or physical illness of

whatever kind or of old infirm sick or wounded persons or other persons in conditions of need, hardship and distress

requiring assistance.

Public benefit

The Council of Management confirm that they have complied with the duty in Section 4 of the Charities Act 2006 to

have due regard to the Charity Commission's general guidance on public benefit Charities and Public Benefit.

Grantmaking

The charity receives an annual dividend from Rogers Stirk Harbour + Partners (Holdings) Limited, which under the

Constitution of that company and its group and at the discretion of the Council of Management, is to be distributed to

registered charities guided by the expressed wishes of the employees of that company and its group. Any surpluses are

distributed at the discretion of the Council of Management.

Achievement and performance

The charity's dividend receivable for the year was £nil (2018: £543,170). Roger Stirk Harbour + Partners staff, partners

and the Council of Management nominated donations to registered charities totalling £467,878 (2018: £100,145) in the

year.

Financial review

The Council of Management are satisfied with the financial position of the charity.

Reserves at the year-end were at a level of £1,005,076 of which £875,707 was, at the discretion of the Council of

Management, to be distributed to registered charities guided by the expressed wishes of the employees and partners of

Rogers Stirk Harbour + Partners (Holdings) Limited and its group. The balance of £129,369 was available for

discretionary distribution by the Council of Management in accordance with the wishes expressed at the charity’s

Annual General Meeting.

Structure, governance and management

The company is registered as a charitable company limited by guarantee and was set up by a Trust deed on 16

October 1990.

The Articles of the company require that there be no less than three and no more than five trustees, including a director

of Rogers Stirk Harbour + Partners (Holdings) Limited, a representative of the employees and a minimum of one

trustee not connected with Rogers Stirk Harbour + Partners (Holdings) Limited or its group, and the charity is in

compliance.

The Council of Management has assessed the major risks to which the charity is exposed, and are satisfied that

systems are in place to mitigate exposure to them.

Events since the end of the year

Information relating to events since the end of the year is given in the notes to the financial statements.

Statement of trustees' responsibilities

The trustees (who are also the directors of Rogers Stirk Harbour + Partners Charitable Foundation Limited for the

purposes of company law) are responsible for preparing the Report of the Trustees and the financial statements in

accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted

Accounting Practice).

Company law 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 charitable company and of the incoming resources and application of resources,

including the income and expenditure, of the charitable company for that period. In preparing those financial

statements, the trustees are required to

-	select suitable accounting policies and then apply them consistently;

-	observe the methods and principles in the Charity SORP;

-	make judgements and estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the charitable company will continue in business.

The trustees are responsible for keeping proper accounting records which disclose with reasonable accuracy at any

time the financial position of the charitable company and to enable them to ensure that the financial statements comply

with the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable company and

hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

In so far as the trustees are aware:

-	there is no relevant audit information of which the charitable company's auditors are unaware; and

-	the trustees have taken all steps that they ought to have taken to make themselves aware of any relevant audit information and to establish that the auditors are aware of that information.

Auditors

The auditors, Haines Watts, have indicated their willingness to continue in office. The Council of Management

will propose a motion re-appointing the auditors at a meeting of the The Council of Management.

This report has been prepared in accordance with the special provisions of Part 15 of Companies Act 2006 relating to

small companies.

Approved by order of the board of trustees on 3 April 2020 and signed on its behalf by:

S Light - Trustee

Opinion

We have audited the financial statements of Rogers Stirk Harbour + Partners Charitable Foundation Limited (the

'charitable company') for the year ended 30 June 2019 which comprise the Statement of Financial Activities, the

Balance Sheet, the Cash Flow Statement and notes to the financial statements, including a summary of significant

accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and

United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the charitable company's affairs as at 30 June 2019 and of its incoming resources and application of resources, including its income and expenditure, for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law.

Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the

financial statements section of our report. We are independent of the charitable company in accordance with the

ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical

Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe

that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to

you where:

-	the trustees' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the trustees have not disclosed in the financial statements any identified material uncertainties that may cast
significant doubt about the charitable company's ability to continue to adopt the going concern basis of accounting
for a period of at least twelve months from the date when the financial statements are authorised for issue.

Other information

The trustees are responsible for the other information. The other information comprises the information included in the

Annual Report, other than the financial statements and our Report of the Independent Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise

explicitly stated in our report, we do not express any form of assurance conclusion thereon.

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 such material inconsistencies or

apparent material misstatements, we are required to determine whether there is a material misstatement in the

financial statements or a material misstatement of the other information. If, based on the work we have performed, we

conclude that there is a material misstatement of this other information, we are required to report that fact. We have

nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Report of the Trustees for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Trustees has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the charitable company and its environment obtained in the course

of the audit, we have not identified material misstatements in the Report of the Trustees.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to

you if, in our opinion:

-	adequate accounting records have not been kept or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of trustees' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the trustees were not entitled to take advantage of the small companies exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Trustees.

Responsibilities of trustees

As explained more fully in the Statement of Trustees' Responsibilities, the trustees (who are also the directors of the

charitable company for the purposes of company law) are responsible for the preparation of the financial statements

and for being satisfied that they give a true and fair view, and for such internal control as the trustees determine is

necessary to enable the preparation of financial statements that are free from material misstatement, whether due to

fraud or error.

In preparing the financial statements, the trustees are responsible for assessing the charitable company's ability to

continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern

basis of accounting unless the trustees either intend to liquidate the charitable company or to cease operations, or

have no realistic alternative but to do so.

Our responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from

material misstatement, whether due to fraud or error, and to issue a Report of the Independent Auditors that includes

our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in

accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from

fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to

influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting

Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the

Independent Auditors.

Use of our report

This report is made solely to the charitable company's members, as a body, in accordance with Chapter 3 of Part 16 of

the Companies Act 2006. Our audit work has been undertaken so that we might state to the charitable company's

members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest

extent permitted by law, we do not accept or assume responsibility to anyone other than the charitable company and

the charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Jonathan Moughton (Senior Statutory Auditor)

for and on behalf of Haines Watts

Chartered Accountants & Statutory Auditor

New Derwent House

69-73 Theobalds Road

London

WC1X 8TA

30 June 2020

2019

2018

Unrestricted

funds

Total funds

Notes

£

Income and endowments from

Investment income

2

-

543,170

Expenditure on

Charitable activities

3

Charitable donations

480,372

119,278

NET INCOME/(EXPENDITURE)

(480,372

)

423,892

Reconciliation of funds

Total funds brought forward

1,485,448

1,061,556

Total funds carried forward

1,005,076

1,485,448

2019

2018

Unrestricted

funds

Total funds

Notes

£

Fixed assets

Investments

7

2

Current assets

Debtors

8

543,170

Cash at bank

597,455

953,355

1,140,625

1,496,525

Creditors

Amounts falling due within one year

9

(135,551

)

(11,079

)

Net current assets

1,005,074

1,485,446

Total assets less current liabilities

1,005,076

1,485,448

NET ASSETS

1,005,076

1,485,448

Funds

10

Unrestricted funds:

General fund

129,369

146,432

RSH+P Partners

622,039

779,700

RSH+P Staff

253,668

559,316

1,005,076

1,485,448

Total funds

1,005,076

1,485,448

These financial statements have been prepared in accordance with the provisions applicable to charitable companies subject to the small companies regime.

The financial statements were approved by the Board of Trustees and authorised for issue on 3 April 2020 and were
signed on its behalf by:

S Light - Trustee

1.	Accounting policies

Basis of preparing the financial statements

The financial statements of the charitable company, which is a public benefit entity under FRS 102, have been

prepared in accordance with the Charities SORP (FRS 102) 'Accounting and Reporting by Charities: Statement

of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial

Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2015)',

Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of

Ireland' and the Companies Act 2006. The financial statements have been prepared under the historical cost

convention, with the exception of investments which are included at market value.

Financial reporting standard 102 - reduced disclosure exemptions

The charitable company has taken advantage of the following disclosure exemptions in preparing these

financial statements, as permitted by FRS 102 'The Financial Reporting Standard applicable in the UK and

Republic of Ireland':

•

the requirements of Section 7 Statement of Cash Flows.

Income

All income is recognised in the Statement of Financial Activities once the charity has entitlement to the funds, it

is probable that the income will be received and the amount can be measured reliably.

Expenditure

Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the

charity to that expenditure, it is probable that a transfer of economic benefits will be required in settlement and

the amount of the obligation can be measured reliably. Expenditure is accounted for on an accruals basis and

has been classified under headings that aggregate all cost related to the category. Where costs cannot be

directly attributed to particular headings they have been allocated to activities on a basis consistent with the use

of resources.

Fund accounting

The RSH+ P Partners fund comprises a proportion of the income from Rogers Stirk Harbour + Partners which

is set aside each year for charitable donations instigated by individual partners or collectively.

The RSH+ P Staff fund comprises a proportion of the income from Rogers Stirk Harbour + Partners which is set

aside for charitable donations instigated by individual practice staff.

Unrestricted general funds are available for use at the discretion of the Council of Management in furtherance

of the general objectives of the charity and to pay towards the cost of administration. If a member of staff or

partner leaves the practice without completing an expression of wish in respect of any allocated funds, the

funds are transferred to the general fund.

2.	Investment income

2019

2018

£

Dividends receivable

-

543,170

3.	Charitable activities costs

Support

Direct

costs (see

Costs

note 4)

Totals

£

Charitable donations

467,878

12,494

480,372

4.	Support costs

Governance

Finance

costs

Totals

£

Charitable donations

100

12,394

12,494

5.	Net income/(expenditure)

Net income/(expenditure) is stated after charging/(crediting):

2019

2018

£

Auditors' remuneration

6,000

5,000

Auditors' remuneration for non audit work

6,394

13,997

6.	Trustees' remuneration and benefits

There were no trustees' remuneration or other benefits for the year ended 30 June 2019 nor for the year ended

30 June 2018.

Trustees' expenses

There were no trustees' expenses paid for the year ended 30 June 2019 nor for the year ended 30 June 2018.

7.	Fixed asset investments

Shares in

group

undertakings

£

Market value

At 1 July 2018 and 30 June 2019

2

Net book value

At 30 June 2019

2

At 30 June 2018

2

There were no investment assets outside the UK.

The company's investments at the balance sheet date in the share capital of companies include the following:

Subsidiary

Thames Wharf Management Services Limited

Registered office:

Nature of business: Dormant

%

Class of share:

holding

Ordinary

99

Associated company

Rogers Stirk Harbour + Partners (Holdings) Limited

Registered office:

%

Class of share:

holding

Preference

100

The preference shares in Rogers Stirk Harbour + Partners (Holdings) Limited are an inalienable asset of the

charity. It is impractical to attribute a market value to these shares, which are accordingly included at a nominal

value only. The shares were gifted to the charity and accordingly also have a £ Nil cost.

8.	Debtors: amounts falling due within one year

2019

2018

£

Other debtors

543,170

9.	Creditors: amounts falling due within one year

2019

2018

£

Other creditors

135,551

11,079

10.	Movement in funds

Net

Transfers

movement

between

At 1/7/18

in funds

funds

At 30/6/19

£

Unrestricted funds

General fund

146,432

(12,763

)

(4,300

)

129,369

RSH+P Partners

779,700

(157,661

)

-

622,039

RSH+P Staff

559,316

(309,948

)

4,300

253,668

1,485,448

(480,372

)

-

1,005,076

TOTAL FUNDS

1,485,448

(480,372

)

-

1,005,076

Net movement in funds, included in the above are as follows:

Incoming

Resources

Movement

resources

expended

in funds

£

Unrestricted funds

General fund

-

(12,763

)

(12,763

)

RSH+P Partners

-

(157,661

)

(157,661

)

RSH+P Staff

-

(309,948

)

(309,948

)

-

(480,372

)

(480,372

)

TOTAL FUNDS

-

(480,372

)

(480,372

)

Comparatives for movement in funds

Net

movement

At 1/7/17

in funds

At 30/6/18

£

Unrestricted funds

General fund

160,987

(14,555

)

146,432

RSH+P Partners

577,709

201,991

779,700

RSH+P Staff

322,860

236,456

559,316

1,061,556

423,892

1,485,448

TOTAL FUNDS

1,061,556

423,892

1,485,448

Comparative net movement in funds, included in the above are as follows:

Incoming

Resources

Movement

resources

expended

in funds

£

Unrestricted funds

General fund

-

(14,555

)

(14,555

)

RSH+P Partners

289,691

(87,700

)

201,991

RSH+P Staff

253,479

(17,023

)

236,456

543,170

(119,278

)

423,892

TOTAL FUNDS

543,170

(119,278

)

423,892

11.	Related party disclosures

There were no related party transactions for the year ended 30 June 2019.

12.	Post balance sheet events

After the year end and to the date of issue of these financial statements, further donations of circa £75,000

have been made from the RSH+P Partners designated fund.

Rogers Stirk Harbour + Partners Charitab - Charities report - 20.1.6

Rogers Stirk Harbour + Partners Charitab - Charities report - 20.1.6