The document summarizes a presentation given at the BHP Charity Conference 2013 on the 5th of November. It discusses:
- Major proposed changes in the new SORP Exposure Draft, including changes to the Trustees' Annual Report, Statement of Financial Activities (SoFA), balance sheet, and accounting policies.
- Key topics of discussion, such as whether the Financial Reporting Standard for Smaller Entities (FRSSE) should continue to be included, proposals around income recognition, treatment of investment management fees and grants.
- Feedback received from charities on areas of concern, including the future of the FRSSE, proposals around income recognition, disclosure of grants and salaries, and the format of the
4. The Wilf Ward Family Trust
•
Est. 1986
•
Current income of £19m p.a
•
1100 staff
•
80 schemes across
Yorkshire, Middlesbrough, Humbe
rside
•
Providing social care, respite
care, holiday lets and domiciliary
care
6. The New Financial Reporting Framework
Options
FRSSE
FRS102
Gross income < £6.5m
Total assets not exceeding £3.26m
Average number of employees not exceeding 50
Unincorporated charities apply the same limits
7. SORP has been developed to support both
standards
Modular in format
Identifies recommendations that apply:
to all charities
only to those charities preparing accounts under FRSSE
only to those charities preparing accounts under FRS102
8. Major changes
Trustees’ Annual Report
Statement of Financial Activities (SoFA)
Balance sheet
Statement of cash flows
Accounting policies and definitions
9. Trustees’ Annual Report
Clear distinction
what all charities must report
matters which are required of larger charities only
additional information which is good practice
Information relevant to the charity’s stakeholders
Achievements in relation to objectives – all charities
Impact of a charity’s activities – good practice
Larger charity – one that needs an audit
10. Trustees’ Annual Report
Going concern
Reserves policy
Where there is uncertainty – explain the nature of this
Disclosure reasons for not having one
Risk management statement is expanded – larger charities
Explanation of major risks faced
How these risks are managed
Names of trustees
11. Statement of Financial Activities (SoFA)
Number of headings reduced
INCOME
SORP 2005
ED
Incoming resources
Income and endowments
Voluntary income
Donations
Incoming resources from charitable
activities
Income earned from charitable
activities
Activities for generating funds
Earned from other activities
Investment income
Investment and other income
12. Statement of Financial Activities (SoFA)
EXPENDITURE
SORP 2005
Resources expended
Costs of generating voluntary funds
Fundraising trading: cost of goods sold
and other costs
Investment management costs
Charitable activities
ED
Expenditure
Cost of raising funds
Expenditure on charitable activities
Governance costs
Other resources expended
Other expenditure
13. Statement of Financial Activities (SoFA)
Net gains/losses on investments
To comply with FRS102
SORP 2005
ED
Net incoming resources/(resources
expended) before investment
gains/(losses)
Net gains/(losses) on investments
Net incoming resources/(resources
expended)
Net incoming resources/(resources
expended)
Transfers between funds
Transfers between funds
Other recognised gains/(losses)
Gains/(losses) on investments
Gains/(losses) on valuation of fixed
assets
Actuarial gains/(losses) on defined
benefit pension schemes
Other recognised gains/(losses)
Gains/(losses) on valuation of fixed
assets
Actuarial gains/(losses) on defined
benefit pension schemes
Other gains/(losses)
Net movement in funds
Net movement in funds
14. Other primary statements
Balance sheet
no substantive changes
Statement of cash flows
must for charities applying FRS102
those under FRSSE can choose
3 mandatory headings
investing activities
operating activities
financing activities
Reconciles opening and closing cash on the face
15. Accounting policies and definitions
In preparing accounts the charity must
apply the recommendations of the SORP
apply FRSSE or FRS102
select accounting policies that comply with FRSSE, FRS102 and SORP
FRSSE
must retain existing accounting policies
if undertaking a new transaction
adopt treatment in FRS102 and SORP
FRS102 – policies consistent with FRS102
SORP supplements the relevant accounting standard
16. Accounting policies and definitions
SORP 2005
Listed the most common accounting
policies
ED
Consideration of the selection of
accounting policies
Accounting policies considered in the
modules
No wholesale change
Significant changes regarding particular
charities
17. Fund accounting
Net amount of transfers between funds must net to £nil
Cannot be used for:
acquisitions
transfers of trusts from the charity to another
Instead recognise a gain = net assets acquired; or
Adopt merger accounting where relevant
Reference to loans between funds is dropped
18. Going concern
Disclose material uncertainties that cast doubt
If no material uncertainties should also be stated
Makes it clear it is the trustees’ responsibility
Trustees should take into account at least 12 months from date of
approval
19. Income recognition
Income should be recognised
entitlement
measurement
probable – new concept
Contingent assets recognised as income when virtually certain
Income receivable discounted for time value of money
settlement more than 12 months
effect is material
applies to all charities
20. Income from donated goods, facilities and services
including volunteers
Receipt of donated goods for sale or distribution
recognised when received at fair value
if impractical recognise when sold or distributed
major change from SORP 2005
impracticality of measurement anticipated
therefore always recognise income at point of sale or distribution
21. Recognition of expenditure
Settlement delayed for > 12 months
liability discounted
if material
applies to all charities
likely to affect charities recognising multi-year grants
22. Mixed use investment properties
In the balance analyse
part used operationally
part held for investment purposes
If undue cost or effort
analyse as tangible fixed assets
SORP 2005 classified on main use
23. Financial instruments
Basic financial assets and liabilities
Recognise at amount receivable or payable
includes transaction costs if material
if not material - expense
24. More complex financial instruments
Concessionary loans
Advance fee schemes
Buying and selling foreign currency and derivatives
Refer to FRS 102
25. Post employment benefits
Defined benefit multi-employer plan
cannot identify your pot
account for as a defined contribution plan
i.e. just contributions paid
Change
recognise liability to make payments to fund any deficit
if the charity has entered into an agreement
26. Total return (investments)
Applies to charities
invest permanently endowed funds on a total return basis
addresses issues in more detail than SORP 2005
table 16 module 20 shows the layout
27. Accounting for social investments
Programme related investments (SORP 2005)
Mixed motive investments
generate an investment return
to further charitable purposes
Measurement
FRSSE
Loan
FRS102
Cost less impairment
Cost less impairment
Or amortised cost
Shares
Cost less impairment
Fair value
Or
Or
Fair value
Cost less impairment
28. Accounting for branches
Excluded from the ED definition of branches are
Charities that are independently governed by a separate board of
trustees
Groups of people who raise funds for a charity or number of different
charities
Special interest groups – affiliated – but do not undertake charitable
or fundraising activities
Excludes incorporated entities administered
by or on behalf of reporting charity
funds held for purposes of the charity
30. Accounting for joint ventures
Equity accounting in consolidated accounts
SoFA – one line – share of income or expenditure
Balance sheet – share of net assets
SORP 2005 required gross equity method
makes a nonsense of the SOFA
31. Definition of related parties
Alignment with
Charities Act 2011 section 118
FRS 102 section 33
Charities and Trustee Investment (Scotland) Act 2005
Detailed guidance in the ED glossary
32. So what is next
Consultation ended yesterday
SORP committee will consider
Final SORP will be issued next year
Effective accounting periods commencing 1 January 2015
Not that far away
33. Thank you
This presentation and any accompanying notes are provided as information only
and should not be relied upon as advice, or treated as such. No liability is
accepted for any errors of fact or opinion they may contain. Professional advice
should always be sought before making any decisions.
Jane Marshall
Head of Charities and Not for Profit
jane.marshall@bhp.co.uk
0114 266 7171
34.
35. Charity Finance Group
Katherine Smithson
Policy and public affairs officer
Charity SORP Exposure Draft:
Feedback on the consultation process
36. Charity Finance Group (CFG)
•
•
•
Membership organisation with over 2200
members, all responsible for financial
management in charities
‘Inspiring financial leadership’
Promoting best practice and ensuring a
proportionate and effective regulatory
environment
37. Getting charity views on the
SORP consultation
•
•
•
•
•
SORP briefing events
Printed copy of the SORP for all CFG
member charities
CFG briefing paper with questions for
charities on what they want reflected in
the SORP
Consultation events across the country
with the Charity Commission
CFG Technical Accounting Forum
38. Technical Accounting Forum
•
•
•
•
A group of CFG members and auditors
from professional firms
Chaired by CFG member Rui
Domingues, Friends of the Elderly
During the SORP consultation there
was a huge increase in numbers of
CFG members engaging in the forum
The forum met twice and helped to
develop our response by email
39. What were the things we couldn’t
change?
•
New UK GAAP – FRS 102
•
Treatment of repayment agreements for multiemployer defined benefit pension schemes
Income recognition is based on ‘probable’ not ‘almost
certain’
Income will include unrealised investment gains
Staff remuneration disclosures
Valuing volunteer time and donated goods
•
•
•
•
•
There is a charity concession on the latter point
40. What were the hot topics and key
issues for charities?
41. FRSSE: To include or not to
include?
Pros:
•
Vast majority of the sector is technically able to follow the FRSSE
•
Keeping it will enable many charities to keep their current accounting
policies
•
Easier for smaller charities to adapt to new SORP
•
No cash flow statements required
Cons:
•
Based on old UK GAAP and fast becoming outdated
•
Has not been consulted on as a whole standard – little assurance
that it is fit for purpose for charities
•
Developments elsewhere
•
BIS consultation following EU Directive
•
Likely to be FRC consultation on FRSSE in near future
42. FRSSE days are numbered…
But; CFG has proposed that the option to
apply the FRSSE is maintained in the new
SORP, why?
•
Dis-applying the FRSSE would impact
most on the smallest charities
43. Income recognition
Now based on ‘probability’, ‘entitlement’, and
‘measurement’
•
•
Previously based on ‘virtual certainty’
Not too much difference expected from this
change
44. Treatment of legacy income has always been
inconsistent across the sector
We asked charities…
•
Do we base these criteria on legal events –
such as ‘probate’, ‘notification by the executor’?
•
Do we leave it to judgement of individual
charities based on principled approach?
They said…
All sorts of different things!
45. Grants
•
Should charities be disclosing a list of all their grants in
the notes to the accounts?
What charities told us…
• This will probably take up a lot of space!
• Detract from other activities
• Against ‘cutting clutter’?
• Already make available elsewhere
•
CFG has taken this view in our response as long as the
information is made available elsewhere
46. Salaries
•
•
•
Charities already disclose number of individuals in salary bands
increasing by £10,000 above £60,000
FRS 102 introduces concept of ‘key management personnel’ and asks
for more information on the salaries of these individuals
SORP ED proposed that charities disclose the salary and job title of top
paid employee
Drive to increase transparency
•
But, fairly arbitrary information
CFG has taken the view that the current treatment is actually more useful to
the user of the accounts and should suffice but could recommend:
•
Disclosure of remuneration policy
•
More detailed information on salaries if it supports user to understand staff costs
48. What we said…
•
Charities want to keep the columnar format
•
Costs of managing investments should be
separated when material
•
Remove words like ‘cost’
49. Other areas covered
•
•
•
•
•
Treatment of grants – matching and
performance based approaches
Social investments – How do we treat
Mixed Motive Investments?
Groups and branches
Presentation
Performance reporting – Keep it simple!
56. Investment management fees
Facts and issues
Recovery of VAT on costs of managing endowment fund
Whether the operation of the fund was an economic activity
Income from fund used to support activities of the University
generally
Whether cost of managing the fund was overhead expenditure?
58. Investment management fees
Is this the final position?
Probably not
TLLC Ltd – Travel Lodge Tribunal decision has muddied the waters
HMRC may appeal
Watch this space
59. Investment management fees
What now?
Review how VAT treatment on investment management costs and
submit claims to HMRC if necessary for the last four years
If HMRC appeal – claims will not be paid but your position will be
protected
61. Cultural exemption
HMRC have lost two cases recently in the First Tier Tax Tribunal
British Film Industry
The issue was whether the cinema is cultural?
Wildlife and wetlands Trust
The issue was whether sites operated by the trust were zoo’s?
Implications
Cultural exemption may need to be amended?
Potential VAT refund opportunities for bodies not currently within the
exemption
63. Charity annexes – Chelmsford College Case
The issues
Could construction of annexe be zero-rated?
Facts
Annexe constructed
Relevant charitable purpose
Building contained some of its own facilities
Not capable of independent operation because
Shared admin services with main college building
Did not have own heating facility
Implications
Has created more uncertainty
Appears to raise bar to obtain zero-rating
Appears to contradict HMRC guidance
An appeal likely?
65. Listed Places of Worship Grant Scheme
Originally set up to provide grants to religious organisations
to compensate them for VAT on repairs and maintenance works
66. Listed Places of Worship Grant Scheme
2012 changes
From 1 October 2012 the LPWGS was extended to include
alteration works to listed places of worship
increased funds available to compensate for the withdrawal of VAT
zero-rating on alterations to listed buildings
67. Listed Places of Worship Grant Scheme
Further changes to LPWGS now allow claims to be made for
works to pipe organs, turret clocks, bells and bell ropes
professional fees eg architects incurred in relation to eligible building
works
Provided the works are supplied from 1 October 2013 onwards
Religious organisations and charities
whose main purpose is to conserve, repair and maintain redundant
churches
may also claim under LPWGS from 1 October 2013
Changes were announced to simplify the claims process
For full details visit www.lpwscheme.org.uk
69. Thomas Fuchs
Facts
Cost - €38,500
VAT - €6,500
No storage capacity
Electricity sold – 11,000 kWh
Electricity purchased – 44,500 kWh
Sale price = purchase price - €0.18
70. Thomas Fuchs
Art 4.1, 6th Directive
“The exploitation of tangible or intangible property for the
purposes of obtaining income therefrom on a continuing basis.”
Outcome
“Income” obtained because electricity sold to network for
consideration
“Continuing basis” because contract with network was for “an
indefinite duration”
But
economic reality?
consequences for UK cases on business?
wider relevance for input tax recovery (ie need for profit)?
71. Implications for the charity sector
Taxable activity – counts towards VAT threshold
Reinforces HMRC’s views on business activities
other
Trading activity for tax purposes
Consider trading subsidiary
73. The future
EU VAT developments
EU Commission is looking at VAT treatment of public bodies
including charities
Consultation released on 14 October 2013
4 options being considered
full taxation option
refund system
abolition of Article 13
an option to tax
74. The future
UK VAT developments
Increased VAT recovery for search and rescue charities?
Fair playing field review
recommended that VAT recovery on the non business activity of
charitable providers of NHS Services should be on the same basis as
the NHS
any change unlikely to be in the 2014 budget
75. The future
Submission of VAT returns
Must be submitted electronically from 1 April 2010
very limited exclusions – insolvency, religious beliefs
First Tier Tax Tribunal recently ruled this potentially discriminates
against certain sections of society including
disabled
the elderly
residents in rural areas
No response from HMRC yet
77. Tax update
Gift Aid Small Donations Scheme
Charities Online
Retail Gift Aid
Digital Giving
Payroll Giving
Social investment tax relief
Employment allowance
Business rates
Other developments
78. Gift Aid Small Donation Scheme (GASDS) – the
basics
Top-up payments
Small donations - £20 or less
From 6 April 2013
eg street collections
No declarations
Limit - £5k donations per tax year – receipt of £1,250
Not a tax relief
Charities Online
Two years from end of tax year to claim
79. GASDS – more detail
Cash not cheque
Banked
Eligibility conditions
Special rules for mergers/changes to legal form
Gift Aid claims 1:10
Connected charities – share the £5k
80. GASDS – community buildings
Charitable activities in community buildings
Possibility of additional £5k per community building
Similar allowance for different structures
At least 10 beneficiaries
At least 6 occasions in year
Participation/Interaction
Eg religious service, support group
Not counselling on one-one basis
Subject to matching rule
Detailed guidance/examples published by HMRC
Opportunity
81. Charities Online
Launched 22 April 2013
Compulsory from 1 October
Replaced the R68i form
Three ways to make claims
1.
2.
Online form and spread sheet
3.
New form ChR1
In-house or third party software
Act now
Decide which option is best for you
Need to register for online options
Need to order ChR1’s
82. Retail Gift Aid
System has been reviewed
Simplification
Effective from 6 April 2013
Existing method can be used
New methods – Method A and Method B optional
Standard letters updated
Rationale for commission charges
83. Retail Gift Aid
Where donor agrees
Providing total sales proceeds:
Less than £100 where charity operates shop; or
Less than £1,000 where trading subsidiary operates shop
If exceed limits, letter needed to confirm excess
Donor can request for tax relief purposes
84. Digital giving
Consultation closed on 20 September 2013
Increase take up on digital donations eg online, text message
Concern that due to technological developments, HMRC always
catching up
Single declaration through same channel
Universal Gift Aid Database
Wording of Gift Aid declarations
Possibly staged implementation
Finance Bill 2014 and 2015
85. Payroll giving
Take up been low – 2% of employers, 3% of employees
Consultation responses published in September
To reduce processing time – 60 days to 35 days
PGA’s to remain charitable only
Terms of service level agreements
Online resource at gov.uk
86. Social investment tax relief
Announced budget 2013
Consultation – now closed
Income Tax relief for investment into social enterprises
(charities/CIC’s/CBS’s) by individuals
Similar to EIS relief
Rate of relief to be announced by Chancellor in Budget 2014
New way of raising funds
£150k in any 3 year period per social enterprise
At a cost to Gift Aid donations?
Draft legislation December
87. Employment allowance
Bill introduced to Parliament
April 2014
£2,000 tax cut
Reduction to employer NIC bill
Delivered through payroll software and RTI
To be claimed
Yes/No indicator
88. Business rates
Funding changed
Responsibility being shared between central government and local
authorities
Taking harder line
Mixed use properties are an issue
Eg used by charity and trading subsidiary
Mandatory relief at risk
89. Other developments
Gift Aid – benefit limits
HMRC has agreed to look at them
CTG are establishing a working group – eg’s
Tainted Charity Donations
Updated guidance published by HMRC
Under continuous review
Where donors enter into arrangements to obtain a financial
advantage
90. Conclusion
Progress on recent announcements
Watch this space
Charities online – make sure in hand
GASDS – review rules and claim what you can
91. Thank you
This presentation and any accompanying notes are provided as information only
and should not be relied upon as advice, or treated as such. No liability is
accepted for any errors of fact or opinion they may contain. Professional advice
should always be sought before making any decisions.
Rachelle Rowbottom
Senior Tax Manager
rachelle.rowbottom@bhp.co.uk
0114 266 7171
94. Legal Structures for
Collaborative Working
Malcolm Lynch, Partner
Charities and Social Economy Team
malcolm.lynch@wrigleys.co.uk
www.wrigleys.co.uk
Tel: 0113 244 6100
97. Collaborative Working
An Overview – 3 principal forms
Consortium (Lead Partner)
Principal (Prime) Contractor
New Legal Structure
implications
advantages
disadvantages
99. Collaborative Working Consortium
A brand separate from its components
Bind with a Memorandum of
Understanding
Lead partner for bid submission
Other partners agree to work with lead
partner
Other partners pay contribution from
successful bid to lead partners
101. Collaborative Working
Responsive, but success will depend
upon joint planning
Retain company independence, but
contractual commitments do exist
A first step
Problem if bids are not successful, is
lead party’s bidding costs covered?
102. Collaborative Working Consortium
Procurer knows several parties in
consortium
Each party has specified role set out in
bid to Procurer
Works well if all members pull their
weight
Procurer expects all will deliver if one
fails
104. Collaborative Working
Lead Partner/Principal (Prime) Contractor
No formalities, but a written agreement
is recommended
Leadership or domination?
Retain independence, but contractual
commitments do exist
Risk apportionment and liability
(How much of main contact is
contractor responsible for)
105. Collaborative Working
Prime Contractor - Contractor
Costs and reward apportionment
Can Prime pay you in advance?
Is fee for contract too little?
Does being a Prime or Contractor
damage reputation?
107. Collaborative Working
New Legal Structure
Formal
Choice of structure
Allows flexibility around
independence, but contractual
commitments do exist
Risk apportionment & liability
Risks of reverse takeover of members?
108. Legal Structures
Which legal form?
Risk – unincorporated -v- incorporated
Finance
Grants
Trading
Share capital
Loans
Profit/surplus
Voting/democracy
109. Collaborative Working
Charitable or trading activity?
Assumptions to date charitable
If non-charitable trading activity then
consortium member is trading company
111. Legal Structures
Trusts/Unincorporated Associations X
Partnerships X
Industrial & Provident Societies ?
Companies
Community Interest Companies ?
Limited Liability Partnerships
Charitable Incorporated Organisations
112. Legal Structures
Partnership Act 1890
Business in common with a view to
profit
No formalities
Partnership Agreement
No separate legal personality
No limited liability
Flexibility
113. Legal Structures
Companies Act 2006
Guarantee or Share & CIC models
Memorandum and Articles of
Association
Shareholders Agreement
Separate legal personality
Limited liability
Flexibility
114. Legal Structures
Limited Liability Partnerships Act 2000
Notice of Incorporation
Members Agreement
Separate legal personality
Limited liability
Flexibility
Transparent tax treatment
Is a trading activity created in charity?
115. Collaborative Working
Why Collaborate?
Pros and cons
Forms of collaboration
The spectrum of collaboration
Flexibility and freedom to contract
Rigid structures and legislative
compliance
degrees of control
118. Collaborative Working
Fundamental relationship requirements
Are you ready?
your values, aims & objectives
Are your partners ready?
their values, aims & objectives
Risk Management
financial due diligence
management systems
Insurance
119. Collaborative Working
Fundamental relationship requirements
Legal Issues
legal due diligence
objects
Purpose/area of benefit
powers
authority
duty of care/conflicts of interest
Usual Contract Terms
121. Collaborative Working
Some contract principles
The requirement for written terms
The impact of implied terms
Business ethics
Custom and practice
Statutory terms
Default provisions
Partnership Act 1890
Limited Liability Partnership Act
2000
Companies Act 2006
122. Collaborative Working
What do you expect to see?
Usual terms
Particular contractual issues
Confidentiality
Data Protection
Freedom of Information
Price Fixing
Competition
Intellectual Property
123. Resources
Charity Commission
Collaborative Working and Mergers
www.charitycommission.gov.uk/public
ations/cc34.asp
NCVO
Collaborative Working
www.ncvovol.org.uk/collaborativeworking
Cabinet Office
Working in a Consortium
124. Legal Structures for
Collaborative Working
Questions?
Malcolm Lynch, Partner
Charities and Social Economy Team
malcolm.lynch@wrigleys.co.uk
www.wrigleys.co.uk
Tel: 0113 244 6100
138. Making Every Adult Matter pilots - what FTI measured
Service use
Join pilot
Without the pilots
Impact
With the pilots
Time
− 138 −
139. Before and After?
Clients had had their needs for a number of years
Average age of first
involvement
Homelessness services
Drug or alcohol
services
Mental health services
Prison / offender
services
Average length of
involvement
23
9 years
19
7 years
15
8 years
23
11 years
− 139 −
140. Costs of multiple needs - data collected
Criminal justice system
Health and mental health
Arrests
Other police contact
Magistrates court attendance
Crown court attendance
Nights in prison
Nights in police custody
Visits to GP
Visits to A&E
Nights in hospital
Nights in mental health hospital
Outpatient appointment
CMHT appointment
Drugs and alcohol
Housing
One-to-one contact with drug and alcohol
team
Group contact with drug and alcohol team
Weeks on substitute prescriptions
Nights in inpatient rehab and detox
Rough sleeping
Direct access hostel
Room in shared private rented sector
property
Own private rented sector tenancy
Second stage supported accommodation
Own social tenancy
− 140 −
141. Findings – varied over three pilot areas
Cambridgeshire (15 clients)
£600,000
Total cost of service provision
£500,000
Housing services
£400,000
Mental health
services
£300,000
Increases in
housing, health, and drug
and alcohol costs to help
clients address their
multiple needs
Healthcare
services
£200,000
Drug and alcohol
services
£100,000
Criminal justice
system
£0
Estimated service Actual service use
use without the pilot
− 141 −
Large savings in crime
costs resulted in an overall
cost saving
The retail Gift Aid scheme has been reviewed with the aim of simplifying the process
Budget 2013 announced a consultation would tae place which has now happened and the responses have been published. Nothing too radical is happening at the moment but the main change is that the processing time is to be halved. Charities will have certainty that they will be able to access their donations quicker
The rate of relief is to be announced by the Chancellor in Budget 2014. There have been suggestions that this measure may lead to a reduction in Gift Aid donations as individuals switch their donations to investments. This will be impacted by the rate of the relief bearing in mind that higher and additional rate tax payers receive 20% and 25% tax relief under Gift Aid.