The directors present the strategic report for the year ended 31 March 2024.
This is the fifth set of financial statements produced by Capital Letters (London) Limited (“Capital Letters”) since the company was established in December 2018 by 13 London Boroughs.
Capital Letters exists due to the determined efforts of London Boroughs, London Councils and the Ministry of Housing, Communities and Local Government (MHCLG) to establish a pan-London vehicle to address the implications of the introduction of the Homeless Reduction Act 2017 and the systemic issues facing London in managing the challenges of homelessness.
Temporary Accommodation (TA) is anything but temporary. Homeless households stay in hotels, B&B and unsuitable accommodation for months and years; most London Boroughs are unable to find suitable homes for such households let alone within legislative timescales and there is insufficient social housing to meet the competing demands which compounds this situation. These challenges have continued to build up ever more since Capital Letters’ inception in 2018 and particularly in the post-pandemic period.
Capital Letters was fully grant funded from inception until March 2024 following a successful bid to extend the grant period. It was always intended that Capital Letters would become self-sustaining by 2025. The Board and the Boroughs Representative Body (BRB) undertook a wholesale business review during 2022/23 in order to build a credible plan to achieve this, notwithstanding the increasingly challenging operating environment.
Our operating environment
The UK rental market has changed beyond recognition since Capital Letters’ inception in 2018, and that is acutely magnified in London. Capital Letters is committed to change with the market, to be agile, responsive, and intelligent in order to find new ways of supporting our members and helping families at risk of or experiencing homelessness in London.
Capital Letters has its finger on the pulse of the London Private Rented Sector (PRS) market. We have built relationships with landlords and their representatives and understand landlord sentiment. We know what works for them as well as for our members and use this knowledge for the benefit of both. It is this unique combination which means that Capital Letters has positioned itself as a voice of authority on issues contributing to the housing and homelessness crisis, the impact of which continues to challenge London boroughs who in 2023-24 are spending £90 million per month on temporary accommodation, the PRS and affordability issues.
We also know that the rent advertised when listing properties does not reflect the actual rent paid. Competition between prospective tenants to secure scarce properties is resulting in a bidding war with those most able to pay being successful. This puts further pressure on the ability to find affordable homes for those most in need. London rents have increased by 9.7% in the last year, pushing them further and further out of reach of ordinary Londoners. According to Rightmove, average rents across London hit a new high of £2,661 per month in July 2024 whilst median household disposable income in London is £32,300. This has had a significant impact on Capital Letters primary service for member boroughs, procuring PRS properties through negotiation with landlords and enabling them to discharge their homelessness duties.
In the financial year 2023/24, the continuing impact of changes in the PRS and particularly rent increases remained evident, with landlords preferring to let to private individuals able to meet the cost of rent rather than at Local Housing Allowance (LHA) levels required by our members. As a result, 257 properties were offered to member Boroughs (2023: 837) of which 210 were let to homeless households (2023: 669). This represents a fall of just over 90% in the total number of properties that Capital Letters was able to offer member Boroughs compared to only two years ago (2022: 2615) as the gap between LHA rates and private rents continues to grow. The conversion rate of properties offered to member Boroughs was 82% (2023: 79%) against a full year target of 80% reflecting the ongoing success, where market conditions allow, of Capital Letters in matching private landlords properties with tenants placed by member Boroughs.
Our operating model and strategic approach
During 2022, it became evident that our usual operating model was no longer effective in the challenging environment we are operating within. We therefore redesigned and restructured our organisation to better implement our strategic plans based on what we know works, providing flexibility to meet individual member borough’s requirements and respond to larger scale opportunities to increase supply and generate income when they arise whilst reducing core service costs.
This culminated with the Board and BRB approving the new five year 2023 – 2028 Corporate Strategy in the prior year, which the Company commenced implementing with effect from April 2023.
The initial years of the 2023 – 2028 Corporate Strategy have been supported by grant funding following a successful Spending Review bid for to extend grant period by an additional two years until March 2024 (Capital Letters has not drawn down the total grant that was originally allocated to the Company at inception). This means that Capital Letters has retained a finite amount of grant to fund the core services for members (procurement and tenancy sustainment); the Company’s new housing and property management and commercial lettings agency services; and to establish new business streams essential to secure financial independence from the end of the financial year 2024/25 and beyond.
With effect from 01 April 2023, grant funding has been supplemented through the activation of the long-approved Board and BRB decision to introduce membership fees (£50,000 per annum in 2023/24), meaning for the first time that the Company is not wholly grant funded.
Furthermore, in 2022/23, Capital Letters became a landlord of a small portfolio of properties leased from social purpose ESG investor, Resonance. These have been let to homeless households nominated by member Boroughs, with three properties let at market rent through our new Lettings Agency as part of our plans to develop independent income. These properties are being let profitably and demonstrate the ability of Capital Letters to successfully manage properties to generate independent income in future years.
In March 2024, Capital Letters and Home Safe Housing (HSH) signed a £750 million deal to acquire up to 2,500 rental properties to London enabling Capital Letters to become a large-scale landlord, providing a significant new supply of properties for member boroughs to utilise to discharge their homelessness responsibilities. Due diligence is currently being undertaken with a leading institutional investor and Capital Letters expects to begin management of these properties before the end of the 2024/25 financial year.
Beyond the HSH transaction, in the next 12 months, Capital letters will be focussed on delivering the 2023 – 2028 Corporate Strategy priorities, continuing to provide core services for all members and bespoke management services as the foundation for future growth, launching the social Lettings Agency and building the company’s reputation as an excellent landlord and service provider, establishing a firm base from which to further consolidate the Company’s activities.
Our operating performance
Turnover for the period was £11.0m (2023: £8.3m). The majority of this comprised £9.2m grant income (2022: £5.3m), with the remaining coming from recharges to member Boroughs for incentives and legacy recruitment related matters. The grant income figure is higher than in previous years as the grant funding arrangements with MHCLG have come to an end and so £4.7m of deferred grant income has been released from the balance sheet.
Direct costs were £1.2m (2023: £2.6m) and administrative expenses of £4.8m (2023: £5.8m). The 2023/24 operating profit of £5.0m (2023: £0.0m) was enhanced by the release of £4.7m of deferred grant income. Excluding the release of deferred grant income, operating profit was £0.4m as Capital Letters sought to establish new, profitable, business streams. Cash in hand at the year-end amounted to £4.8m (2023: £3.6m).
Risks and emerging risks
The Board review the Strategic Risk Register, Risk Management Policy and their appetite for risks annually. The Strategic Risk Register is approved by the Board. Controls and mitigations are reviewed at each Board meeting. The Board has delegated responsibility to the Audit and Risk Committee to review the Strategic Risk Register in depth at each meeting and report back to the Board on the outcomes of their deliberations. Consideration of emerging risks is undertaken by both Audit & Risk Committee and the Board, with agreement on the treatment of these risks where they are in the control of the business. The Executive Team review and update the Strategic Risk Register at their monthly meetings and report the outcome of these reviews to the Audit and Risk Committee and Board.
Underpinning the Strategic Risk Register are Operational Risk Registers setting out the risks which are the responsibility of the respective Heads of Service. Commencing in 2023/24, individual Heads of Service attend Audit & Risk Committees, on a rotating quarterly basis, to report on their operational risks; how they are being managed; and the controls in place to mitigate these in order to provide additional assurance to and information for the Committee and Board.
Governance and statement of compliance with Code of Governance
Capital Letters has two tiers of governance: the BRB which comprises a voting representative from each member Borough, the elected member with Cabinet responsibility for housing, and has certain matters reserved that only the BRB can make decisions on. The second tier is the Board of Directors. As a private company limited by guarantee, the Company falls under the aegis of the Companies Act 2006. All the Company’s business is undertaken in accordance with its Articles of Association, the Members Agreement and the legal requirements placed on Directors by the Companies Act.
The Board undertakes a governance effectiveness review annually, which is completed by an independent third party biennially. Any actions or continuous improvement outcomes are incorporated into the annual Governance Improvement Plan.
The Board has adopted the 2020 NHF Code of Governance as the most relevant Code for the Company’s business and has completed a comprehensive analysis of its compliance with the requirements set out in the Code. The Board concluded that Capital Letters substantially complies with the Code requirements (where these are appropriate for business of the Company – as Capital Letters is not a Registered Provider, some requirements placed on housing associations are not relevant). The Board have also adopted the 2021 NHF Code of Conduct to accompany the Code of Governance.
The BRB and Board have clear terms of reference, setting out their respective responsibilities. In 2021, the Board established three Committees: Audit & Risk, Remuneration & Membership and New Business. All three Committees have relevant terms of reference which are reviewed as part of the 2023 Governance Effectiveness Review.
During 2022/23, the Board took the decision to stand down the New Business Committee and, for the time-being, the Board considers the business cases for growth opportunities as part of their regular Board meetings. As Capital Letters enacts the 2023 – 2028 Corporate Strategy and continues to explore a range of opportunities, the Board may revert back and reestablish the New Business Committee in the future.
The Chair, the Senior Independent Director, two Independent Non-Executive Directors and the Co-optee (five in total) are remunerated. Their remuneration is independently benchmarked biennially.
Internal controls
Capital Letters has a comprehensive system of internal controls, which is set out in the governance framework and includes Financial Regulations and Standing Orders which determine delegated authority levels for officers, monthly management accounts and performance reports, policies and procedures which set out how the Company operates and supported by an annual programme of internal audits. Progress against the actions arising from internal audits is monitored by the Audit & Risk Committee and is reported to the Board as part of the regular performance reporting arrangements.
The Audit & Risk Committee meet quarterly and review the Fraud, Money Laundering and Gifts and Hospitality Registers and receive reports regarding any IT security incidents, data breaches, Subject Access Request (SARs) and Freedom of Information requests (FOIs) at each meeting.
The Executive Directors provide a quarterly statement of the effectiveness of internal controls in their area of responsibility to the Board, consolidating this into the annual Statement of Internal Controls. In 2023/24, Capital Letters commenced implementing its Information Governance Strategy, which enhances the control environment and extends the responsibility for regular reporting to the Senior Leadership Team (Heads of Service).
Changes to the Board of Directors
One of the Company’s inaugural Directors and the Senior Independent Director – Ken Beech - stepped down from the Board in March 2024. The Board of Directors extend their thanks to Ken for his commitment to Capital Letters and contribution to the work of the Board.
The Board was delighted to welcome Sue Greenhill, previously a Co-opted member of the Company’s Audit and Risk Committee, as a Director following Ken’s departure, and the appointment of Julia Newton as the Company’s Senior Independent Director.
Capital Letters people
As Capital Letters enacts the 2023 – 2028 Corporate Strategy, the Capital Letters’ team now only comprises directly employed staff. The arrangements for the secondment of staff from member Boroughs ended in April 2023. Capital Letters pays spot salaries which are independently benchmarked biennially and provide a range of benefits to attract and retain staff with the appropriate blend of skills and experiences to make Capital Letters a success.
The health, safety and welfare of our team is important and so we have implemented a range of activities to ensure that the workplace is safe and colleagues feel valued. We have an Employee Assistance Programme (EAP), have established a Health & Safety group, we have appointed an independent Competent Person to advise the Executive Team and offer a range of social events to engage staff and enable the whole team to get together at least quarterly.
Conclusion
Our overarching vision and objectives remain the same as they were at the Company’s inception: to be the strategic, collaborative pan-London procurement and service delivery vehicle for member Boroughs, providing cost effective and efficient services to support members with the management of their homelessness responsibilities by securing homes for Londoners experiencing homelessness, and – importantly - generate income to secure a long-term sustainable future.
Our objective continues to be securing affordable private rented homes to support our member Boroughs to manage their responsibilities to prevent and relieve homelessness and reduce the burden on the public purse, building a sustainable and financially viable future.
Capital Letters has continued to grow its ‘voice of authority’, following the Company’s successful Conference in 2021, as an acknowledged expert in the homelessness and temporary accommodation field, supporting a joint All-Party Parliamentary Groups (APPG) Inquiry into converting commercial to residential properties, giving evidence to the London Assembly Housing Committee amongst others and speaking at conferences.
Our plans to develop strategic partnerships, enabling Capital Letters to grow its landlord presence, generate income and increase the supply of properties for member Boroughs is the Company’s strategic response to the challenges set out in this strategic report and will be part of the solution in reducing the lives blighted by the insecurity of temporary accommodation.
Going concern
The financial statements have been prepared on a going concern basis which the Board considers to be appropriate for the following reasons. The Board has prepared cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements (the going concern period), which consider a range of scenarios, and indicate that, taking account of plausible downsides and without having to enact any mitigating actions, Capital Letters will have sufficient funds to meet their liabilities as they fall due for that period. Furthermore, following the completion of grant funding from the Ministry of Housing, Communities and Local Government (MHCLG) in March 2024, Capital Letters have been undertaking due diligence on alternative funding sources to secure financial independence from the end of the financial year 2024/25 and beyond.
Auditor
Moore Kingston Smith LLP were reappointed as Capital Letters’ Auditors during the year ending 31 March 2024.
On behalf of the board
Capital Letters (London) Limited is a private company limited by guarantee, domiciled and incorporated in England and Wales. The registered office is Sierra Quebec Bravo, 77 Marsh Wall, London, England, E14 9SH.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
Income and expenses are included in the financial statements as they become receivable or due.
Expenses include VAT where applicable as the company cannot reclaim it.
Government grants are recognised at the fair value of the asset received or receivable. A grant without specified future performance conditions is recognised in income when the grant proceeds are receivable. A grant that imposes specified future performance conditions is recognised in income when those conditions are met.
Government grants are presented separately from the assets to which they relate. Government grants recognised in income are presented separately in the notes. Government grants received before the income recognition criteria are satisfied are presented as a separate liability in the statement of financial position.
Incentives and void payments made to landlords recognised at cost when due and income from reimbursement charged to member boroughs is shown at cost less DLUHC grant when due.
Staff employed on behalf of boroughs who do not second staff are recharged at a fixed annual fee recognised when due each quarter.
No amount is recognised for those forms of government assistance that cannot reasonably have a value placed on them. However, the entity discloses information about such assistance.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to surplus or deficit.
In the application of the company’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.
As a company limited by guarantee Capital Letters is not designed to make profits, Therefore to ensure this is reflected in the financial statements all grant received in advance is treated as deferred income in the accounts and the balance is included in creditors due within a year on the balance sheet. This reflects the position that there is no requirement to repay the grant under the tripartite Memorandum of Understanding between Capital Letters, the Department of Levelling Up Homes & Communities, and Tower Hamlets provided it is spent in subsequent years in accordance with the company's objectives.
The average monthly number of persons (including directors) employed by the company during the year was:
The company is limited by guarantee, not having a share capital and consequently the liability of members is limited, subject to an undertaking by each member to contribute to the net assets or liabilities of the company on winding up such amounts as may be required not exceeding £1.
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
During the year income of £1,692,470 (2023: £2,926,479) was invoiced to the London Borough councils who jointly set up Capital Letters (London) Limited. At year end there was an amount of £122,754 (2023: £597,397) that was still outstanding at year end.