|
Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2024
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
COMPANY INFORMATION
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
CONTENTS
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The Directors present their report and the financial statements for the year ended 31 December 2024.
Giving Limited (the "Company"), is a private limited company incorporated in the United Kingdom ("UK"), a directly wholly owned subsidiary of Blackbaud Global Limited (the "Parent"), and an indirectly wholly owned subsidiary of Blackbaud, Inc. ("Blackbaud" or "Ultimate Parent"), a company traded on the NASDAQ Exchange under the ticker symbol "BLKB". Blackbaud, Inc. is a leading global provider of a software built specifically for fundraising, nonprofit financial management, digital giving, grant making, corporate social responsibility and education management.
The Company is a holding company for Blackbaud Inc.’s UK subsidiary Giving.com Limited, trading as 'JustGiving', and its principal activities are to provide funding, as necessary, through contributions from the Parent.
The Company reported profit for the year, after taxation of £25,808,237 (2023 - £24,479,082). The Company paid £27,504,953 interim dividend in 2024 (2023 - £24,500,000). As of 31 December 2024, the Company had no employees. The Company had net assets of £704,856 (2023 - £2,401,572).
Dividend received and paid in the year amounted to £27,504,953 (2023 - £24,500,000).
The Directors who served during the year were:
The financial statements have been prepared on a going concern basis which the directors consider to be appropriate based on the Company’s profitability and net asset position. The Company has been profitable and the positive net assets of the Company means that the Company is in a position to continue its operations and meet its obligations as they become due. Blackbaud Inc. has provided a letter of support which provides a commitment of financial support for at least the next 12 months from the date of approval of the financial statements.
The principal risks and uncertainties relating to the Company and the industry in which it operates are consistent with those of Blackbaud, as disclosed in Blackbaud's Annual Report on Form 10-K for the fiscal year ended 31 December 2024, Item 1A. Risk Factors.
Page 1
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
the benefit of each of the directors in respect of liabilities incurred as a result of their office, to the extent permitted by law. In respect of those liabilities for which directors may not be indemnified, a directors’ and officers’ liability insurance policy was maintained by the Blackbaud Inc. Group throughout the financial year and to the date of approval of the financial statements.
The Company has performed an evaluation of subsequent events through the date the financial statements were issued. In July 2025, the company received an interim dividend of £20,000,000 from Giving.com Limited, and declared an interim dividend of £20,000,000 to Blackbaud Global Limited. In August 2025, Giving Limited applied for the allotment and issue of 5,645,472 ordinary shares of £0.10 in Giving.com Limited. There were no other material subsequent events that occurred between the balance sheet date and the date of signing of the financial statements, affecting the group, which require adjustment to or disclosure in the financial statements.
The Company has taken the small companies exemption in relation to the preparation of a strategic report.
Page 2
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The Directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the Directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the 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 Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
This report was approved by the board and signed on its behalf.
Page 3
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
INDEPENDENT AUDITORS' REPORT TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF GIVING LIMITED OF GIVING LIMITED
We have audited the financial statements of Giving Limited for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes 1 to 19, 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, FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the 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.
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of 12 months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the company’s ability to continue as a going concern.
Page 4
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
INDEPENDENT AUDITORS' REPORT TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF GIVING LIMITED OF GIVING LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the Annual Report.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.
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 course of 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 this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' Report have 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 Strategic Report or Directors' Report.
Page 5
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
INDEPENDENT AUDITORS' REPORT TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF GIVING LIMITED OF GIVING LIMITED (CONTINUED)
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 the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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 irregularities, including fraud. 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
∙We obtained an understanding of the legal and regulatory frameworks that is applicable to the company and determined that the most significant is the Company’s Act 2006 in the United Kingdom.
∙We understood how Giving Limited is complying with those frameworks by making inquiries of key management, and those responsible for legal and compliance matters. We also reviewed the Shareholder Resolutions of the Board and gained an understanding of the Company’s governance framework.
∙We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur by holding discussions with key management. We also reviewed the Company’s fraud-related policies.
∙Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved inquiring of key management, reviewing the key policies.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Page 6
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
INDEPENDENT AUDITORS' REPORT TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF GIVING LIMITED OF GIVING LIMITED (CONTINUED)
This report is made solely to the 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 anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of Ernst & Young, Statutory Auditor
Dublin
Page 7
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 8
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
REGISTERED NUMBER: 03979990
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved by the board of directors and authorised for issue on 08 September 2025 and were signed on its behalf by:
The notes on pages 11 to 19 form part of these financial statements.
Page 9
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 10
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Giving Limited is a private company, limited by shares, incorporated in England and Wales under the Companies Act. The registered office is 5 Churchill Place, 10th Floor, London, E14 5HU.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The financial statements are prepared in GBP (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.
The principal accounting policies adopted are set out below.
The financial statements have been prepared on the going concern basis and in accordance with the Companies Act 2006 and applicable accounting standards.
The directors have reviewed the company’s going concern position taking into account its current business activities, current financial position, forecasted performance and factors likely to affect its future performance. Based on the information contained within the accounts and including specific consideration with the risks associated with the increased cost of living, the directors have reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors believe that preparing these accounts on the going concern basis is appropriate as its trading subsidiary, Giving.com Limited, is cash generative and therefore dividends are available for distribution to the company to settle its liabilities as they fall due. The company's ultimate parent, Blackbaud Inc. has confirmed that it will not recall any of the amounts owed to group undertakings unless the company has sufficient working capital to make the repayment and it will provide financial support, as required, to enable the company to settle its liabilities as they fall due from the twelve months of the signing of these financial statements.
Page 11
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Blackbaud Inc as at 31 December 2024 and these financial statements may be obtained from https://investor.blackbaud .com/financial -information/annual -reports.
Page 12
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The Company has adopted International Tax Reform - Pillar Two Model Rules (Amendments to IAS 12) upon their release on 23 May 2023. The amendments provide a temporary mandatory exception from deferred tax accounting for the top-up tax, which is effective immediately.
The UK has enacted Pillar Two legislation with an effective date of January 1, 2024. The Company qualifies for at least one of the safe harbor exceptions under the Organisation for Economic Co-operation and Development's ("OECD") transitional CbCR safe harbor rules such that its top up tax would be deemed to be nil for 2024.
The component of the company equity can be described as follows:
∙Share capital - The nominal value of shares issued.
∙Profit and Loss Accounts - The reserves for net gains and losses recognised in the income statement.
Page 13
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Other income relates to dividends received from Giving.com Limited, a wholly owned UK subsidiary.
Page 14
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 15
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
10.Taxation (continued)
There were no factors that may affect future tax charges.
Page 16
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Page 17
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
15.Deferred tax asset (continued)
Page 18
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
GIVING LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Company is a wholly owned subsidiary of
The ultimate holding company and ultimate controlling party is
The company has taken advantage of the exemptions available under paragraph 33.1A of FRS 102 not to disclose transactions with fellow owned subsidiaries of Blackbaud Inc.
Anthony Boor and Jeff Angerman are both a trustee of JustGiving Foundation, a UK registered charity and a company limited by guarantee. During the year, there were no direct transactions between the company or any wholly owned subsidiaries of the company and JustGiving Foundation.
In August 2025, Giving Limited applied for the allotment and issue of 5,645,472 ordinary shares of £0.10 in Giving.com Limited. There were no other material subsequent events that occurred between the balance sheet date and the date of signing of the financial statements, affecting the group, which require adjustment to or disclosure in the financial statements.
Page 19
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||