The financial statements have been prepared in accordance with the accounting policies set out in note 1 to the financial statements and comply with the charity's Memorandum and Articles of Association, the Companies Act 2006 and “Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019)".
The company is a registered Charity set up as a grant-making Charity to support the work of the New York Academy of Science (NYAS). The Charity was inactive in the year.
The Charity has the following charitable objects:
the advancement of education of the public in relation to scientific matters, in particular by supporting the New York Academy of Sciences in such ways and in such manner as shall be exclusively Charitable: and
such other exclusively charitable purposes as the trustees of the Charity may in their absolute discretion determine.
The principal reason for the establishment of the Charity is to provide support for the work of New York Academy of Sciences (NYAS) in so far as NYAS advances the education of the public in relation to scientific matters. The trustees anticipate that this objective would normally be met by making grants to NYAS for use in relation to specific projects or activities undertaken by NYAS that the trustees are satisfied are exclusively charitable under English law.
The trustees will seek to satisfy themselves that every grant is made in furtherance of a charitable purpose that offers an identifiable benefit to the public, or a significant section of the public.
The trustees consider that many of the projects and activities of NYAS are likely to benefit the public directly in terms of providing education and educational resources to scientists at all levels. The trustees are aware that to benefit from such activities and projects, individuals are sometimes required to be members of NYAS.
However, the trustees note that there are no restrictions on who may become a member of NYAS and that the cost of becoming a member is modest. In addition, the trustees note that a number of NYAS’s activities and many of its resources are accessible by the public regardless of membership.
The trustees consider that the activities of NYAS also benefit the public in a wider sense, through their focus on using science to solve global problems in spheres such as health care and green energy, as well as indirectly benefiting the public through increasing the body of scientific knowledge that informs and facilitates future research and problem-solving.
The trustees have complied with the duty in section 17 of the Charities Act 2011 to have due regard to the public benefit guidance published by the Charity Commission.
Related parties
New York Academy of Sciences UK Limited has complimentary objectives, and is wholly owned by New York Academy of Sciences, a non-profit organisation based in New York, USA.
Grant making policies
The trustees expect that the majority of their grants will be paid to NYAS however, the trustees may consider grant applications from other organisations.
In assessing applications from NYAS or other organisations, the following criteria will be taken into consideration:
The purpose for which the money will be used.
The financial viability of the proposed use of the grant and, where applicable, that of the applicant organisation.
The degree of need.
The proportion of the grant that will be used for charitable purposes, as opposed to related administration.
Whether the trustees feel the project merits funding and whether it meets their aspirations as set out in the objectives.
Whether the trustees have confidence in the applicant’s abilities (or otherwise).
Grants are normally made by way of a single payment and the trustees are unlikely to commit to future funding.
The trustees may attach conditions to any grant. These will vary, depending on the individual circumstances, with the intention that they are sufficient in each case to satisfy the trustees that the funds have been applied for the purposes for which they were given.
Total incoming resources for the period amounted to £5,713. This comprised solely of grants from the parent company.
Total resources expended amounted to £7,482. This amount related to governance costs. There were no grants made in the current year.
At the year end funds were in surplus by £1,431. The Charity is dependent on the ongoing support of its parent, NYAS. The trustees expect the Charity to be active in the future and consequently NYAS has indicated its intention to support the Charity.
Risk management and reserves policy
Due to the lack of activity during the year, the trustees have not yet finalised a formal reserves and risk management policy. This will be reviewed once activity in the Charity resumes.
Investment powers
In accordance with the Memorandum and Articles of Association the Charity has the power to invest in such charitable purposes as the trustees see fit.
Principal risks and uncertainties
The trustees has assessed the major risks to which the charity is exposed, and are satisfied that systems are in place to mitigate exposure to the major risks.
The principal risk is that the Charity does not become active and will need to close. The trustees remain confident that with the support of NYAS it will become active in the future.
Future development
In furtherance of the Charity’s mission of educating the public in relation to scientific matters, the Charity continues to seek opportunities to support the work of the New York Academy of Sciences (NYAS). Along with the staff of the New York Academy of Sciences, the Charity is exploring novel ways in which to expand the work and reach of the Charity’s scientific mission in the UK, Europe and other parts of the world. In the past few years, NYAS programs have had an impact around the globe. NYAS’s science education program has proven its relevance and applicability in multiple venues around the world. By doing so, NYAS has moved this discussion past a debate of local vs. global to the issue of scalability. The UK Charity will support NYAS’s activities as it exploits new opportunities, and as a result will seek future funding to cover any resources expendable as these opportunities arise.
New York Academy of Sciences UK Limited is a company limited by shares governed by its Memorandum and Articles of Association dated 22 August 2008.
The method and appointment and resignation of the trustees is set out in the Articles of Association. This report represents the directors' report required by S417 of the Companies Act 2006.
The Memorandum and Articles of Association allow for an unlimited number of trustees but a minimum of two. Trustees serve until they resign, are removed or disqualified.
The trustees meet formally one time per year or as needed, in person or by phone, to review progress, set the strategic direction and review proposals. Individual trustees advise and are consulted on other matters during the year when appropriate according to their particular area of expertise. Day to day matters are under the control of the New York Academy of Sciences chief executive officer as part of his responsibilities for the group. A group business plan and budget is submitted to the trustees each year that describes how the strategic and financial objectives of the Charity will be met, and for reporting to the board on progress when appropriate.
Trustee induction and training
Trustees are required to make a diligent effort to be knowledgeable about the mission of the New York Academy of Sciences (NYAS-UK) and the specific policies and programs that carry out the mission. Academy publications are routinely sent to the trustees in order to keep them informed of all current activities.
NYAS-UK seeks above all trustees who are devotees of science and education and enthusiastic advocates of the Academy’s unique role.
Each trustee brings to their role the unique qualities that, collectively, comprise the range of experience, breadth of knowledge, and capacity to lead that this body strives to maintain.
Trustees are encouraged not only to be involved in the programs of the Academy but also to invite others to participate.
New York Academy of Sciences UK Limited has complementary objectives, and is wholly owned by New York Academy of Sciences, a non-profit organisation based in New York, USA.
The trustees, who are also the directors of New York Academy of Sciences UK Limited for the purpose of company law, are responsible for preparing the Trustees' Report and the accounts in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
Company Law requires the trustees to prepare accounts for each financial year which give a true and fair view of the state of affairs of the charity and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that year.
In preparing these accounts, the trustees are required to:
- select suitable accounting policies and then apply them consistently;
- observe the methods and principles in the Charities SORP;
- make judgements and estimates that are reasonable and prudent; and
- prepare the accounts on the going concern basis unless it is inappropriate to presume that the charity will continue in operation.
The trustees are responsible for keeping adequate accounting records that disclose with reasonable accuracy at any time the financial position of the charity and enable them to ensure that the accounts comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charity and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
The trustees' report was approved by the Board of Trustees.
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 trustees’ annual report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' included within the trustees’ annual report 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors' report included within the trustees’ annual report.
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 prepare the financial statements in accordance with the small companies regime and take advantage of the small companies exemption in preparing the trustees’ annual report and from preparing a strategic report.
Responsibilities of trustees
As explained more fully in the trustees’ responsibilities statement set out on page 4, 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.
Auditor’s 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 an auditor’s report 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the charitable company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the trustees.
Conclude on the appropriateness of the trustees’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the charitable company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the charitable company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
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.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the charitable company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the charitable company and considered that the most significant are the Companies Act 2006, the Charities Act 2011, the Charity SORP, and UK financial reporting standards as issued by the Financial Reporting Council.
We obtained an understanding of how the charitable company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance 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 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 company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to any party other than the charitable company and charitable company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Governance costs
The statement of financial activities includes all gains and losses recognised in the year.
All income and expenditure derive from continuing activities.
New York Academy of Sciences UK Limited is a private company limited by guarantee incorporated in England and Wales. The registered office is Third Floor, 20 Old Bailey, London, EC4M 7AN.
The financial statements have been prepared in accordance with the charity's Memorandum and Articles of Association, the Companies Act 2006 and “Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)” (as amended for accounting periods commencing from 1 January 2019). The charity is a Public Benefit Entity as defined by FRS 102.
The accounts are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements, which are those of New York Academy of Sciences UK Limited as an individual entity, have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
At the time of approving the financial statements, the trustees have a reasonable expectation that the charity has adequate resources to continue in operational existence for the foreseeable future. The charity is presently reliant on its parent undertaking to meet its running costs and the trustees have received confirmation from its parent that it will continue to provide financial support for a period of at least one year from the date of approval of these financial statements. The trustees have satisfied themselves that the parent undertaking has adequate resources to provide this ongoing support. Thus the trustees continue to adopt the going concern basis of accounting in preparing the financial statements.
Restricted funds are subject to specific conditions by donors as to how they may be used. The purposes and uses of the restricted funds are set out in the notes to the accounts.
Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales related taxes.
Resources expended are included in the Statement of Financial Activities on an accruals basis, inclusive of any VAT, which cannot be recovered.
Grants payable are payments made to third parties in the furtherance of the charities objectives. Grants are accounted or when either the recipient has a reasonable expectation that they will received the grant and the trustees have agreed to pay the grant without condition, or the recipient has a reasonable expectation that they will receive the grant and any condition attaching to the grant is outside the control of the Charity.
Governance costs include those incurred in the governance of its assets and are associated with constitutional and statutory requirements.
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
The Company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised when the charity becomes party to the contractual provisions of the instrument.
Financial assets are offset, with the net amounts presented in the accounts when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Basic financial liabilities, including trade and other payables, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of operations from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
In the application of the charity’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The trustees do not consider there to be any key estimates or judgements applicable to the charity.
The Charity is exempt from corporation tax on its charitable activities.
Grant income
Audit fees
Professional fees
Bank charges
None of the trustees (or any persons connected with them) received any remuneration or benefits from the charity during the year.
The Charity's ultimate controlling party is New York Academy of Sciences, a non-profit organisation based in New York, USA (2021: New York Academy of Sciences) by virtue of its shareholding.
During the year New York Academy of Sciences made grants of £5,713 (2021: £5,113) to the Charity. At 30 June 2022 the Charity owed £nil (2021: £nil) to the New York Academy of Sciences in respect of advances to fund governance costs.
The charity had no debt during the year.