REGISTERED COMPANY NUMBER: 13060396 (England and Wales)

REGISTERED CHARITY NUMBER: 1196155

Report of the Trustees and

Unaudited Financial Statements for the Year Ended 31 December 2025

for

UT Foundation UK Limited

Page

Report of the Trustees

1

to

3

Independent Examiner's Report

4

Statement of Financial Activities

5

Balance Sheet

6

Notes to the Financial Statements

7

to

9

The trustees who are also directors of the charity for the purposes of the Companies Act 2006, present their report with the financial statements of the charity for the year ended 31 December 2025. The trustees have adopted the provisions of 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).

OBJECTIVES AND ACTIVITIES

Objectives and aims

The objectives of the charity, for the public benefit, are:

- to operate a registered charity, under the Charities Act 1993, to assist in the advancement of learning and

education (but without limitation) at or in connection with the University of Texas

- such other exclusive charitable purposes as the trustees may in their absolute discretion determine

The aims for the year have been to increase the collection of gifts and donations from alumni and friends and consider further ways to bring the Charity's educational programme benefits to a wider range of people.

Future plans are to continue to build on the increase in donated funds activity and make them available for grant making to the University of Texas Foundation, Inc., a not-for-profit charitable organisation registered in Texas, USA.

Grant making and public benefit

The Charity, through its governing body, the Board of Trustees, is aware of its responsibilities as a charity to act for the public benefit across its activities and has had due regard to the latest version of the Charity Commission's public benefit guidance.

During the year under review the charity made grants to educational establishments of £38,092 (2024 - £1,541,344) in furtherance of the charity's objects. The trustees believe that educational grants, all made to the University of Texas Foundation, Inc.in the current year, ultimately result in benefiting the wider public and humankind in general.

Significant activities and principal funding sources

Total donations of £38,212 were received during the year of which £120 (plus £30 gift-aid tax) were restricted for the Dan Knopf Graduate Support Endowment Fund and the remaining for unrestricted charitable activities.

Gift-aid tax of £9,479 and donated services made up the other items, contributing to total donations of £52,992 (2024 - £1,580,363). The trustees applied the funds in accordance with the donors' wishes, in the current year.

FINANCIAL REVIEW

Financial position and review

In the year under review incoming resources amounted to £59,709 (2024 - £1,541,344).

The Charity hopes to improve on gift receivable activities in the future. The Charity continued its policy of making educational grants for the benefit of the Universities in Texas. Future plans are to try to increase donated funds and make them available for grant making.

Reserves policy

To achieve its objectives, the charity has elected to donate all its incoming resources to the designated institutions. Therefore, all funds are utilised for either unrestricted or restricted charitable purposes, and, as a policy, funds are not retained in general reserves, save to meet general expenses of up to £5,000. The Charity has the support of its sole member, the University of Texas, Inc., which bears most of the administrative expenses and provides resources for its ongoing activities and obligations.

Investment policy and objectives

In accordance with the charity's Memorandum of Association the charity's trustees have the power to invest in such investments, securities, or property as they see fit. Funds are invested in accordance with the donors' wishes and in the absence of specific requests; donations received by the charity are placed on bank deposit until distribution.

Going concern

The financial statements have been prepared on a going concern basis as the trustees believe that no material uncertainties exist. It has considered the level of funds held together with the expected level of income and expenditure likely to be received and paid in the 12 months period from authorising these financial statements.

In their opinion, budgeted income and expenditure, together with funds held, are sufficient for the charity to be able to continue as a going concern. The committee incurs financial commitments only when funds are available and there is no particular policy to hold reserve funds over and above the minimum required to meet administrative costs.

STRUCTURE, GOVERNANCE AND MANAGEMENT

Governing document

The charity is controlled by its governing document, the memorandum and articles of association dated 3 December 2020, and constitutes a limited company having a share capital of £1, as defined by the Companies Act 2006.

The charity's Memorandum of Association does not allow payment of any dividends to shareholders. It also precludes shareholders from partaking in the distribution of any remaining property, should the charity be wound up or dissolved, in which event, any remaining surplus would be payable to charitable institutions with similar aims.

Recruitment, appointment, induction and training of new trustees

Any new appointments are at the unanimous recommendation of the board but after consultation with the ultimate controlling party. At least half the board members should be present at such meeting.

On appointment, each new trustee is given, in the view of the board, sufficient training and has sufficient knowledge of their specific field to understand the nature of the charity and is fully compliant with the charity's current view of its progression and given a copy of the UK Charity Commission's publication 'The Essential Trustee: what you need to know and what you need to do' and agrees to follow it.

Organisational structure and decision making

A minimum of three trustees must be appointed. Trustees, appointed for a fixed term may be re-appointed. there has been an average of 5 trustees throughout the period.

Related parties

1) The University of Texas Foundation, Inc., a not-for-profit registered charity in the State of Texas, USA is the ultimate controlling party and beneficiary of the charitable donations made by the company and it bears the annual audit and accountancy costs amounting to £1,500 (2024 -£2040). It also contributed £10,453 (2024 - £6,674) towards the charity's finance and administration costs. These contributions are recorded as part of other income.

2) Restricted funds include £1 representing the issued share capital of the company, being the fully paid 1 ordinary share of £1 allotted and issued to The University of Texas Foundation, Inc.

3) Consolidated financial statements of the University of Texas Foundation, Inc. for the periods ending 31 December 2024 onwards, may be obtained from the Secretary or online at www.utxf.org.

Risk management

The trustees have a duty to identify and review the risks to which the charity is exposed and to ensure appropriate controls are in place to provide reasonable assurance against fraud and error.

The trustees have reviewed the major risks to which the Charity is exposed and are content with the procedures that have been established to mitigate those risks. They do not believe that there is any material risk at present to which the Charity is exposed and which needs disclosure.

REFERENCE AND ADMINISTRATIVE DETAILS

Registered Company number

13060396 (England and Wales)

Registered Charity number

1196155

Registered office

99 Durlston Road

London

United Kingdom

E5 8RP

Trustees

J L Baker

S D Despain

J E Eldredge

D K Nadar

T J Perich

J S Cantara

S Chisholm

R Dhir (resigned 9.12.25)

D B Glass

S Pan (resigned 26.8.25)

Independent Examiner

Nielsens

Chartered Accountants

The Gatehouse

453 Cranbrook Road

Ilford

Essex

IG2 6EW

STATEMENT OF TRUSTEES' RESPONSIBILITIES

The trustees (who are also the directors of UT Foundation UK Limited for the purposes of company law) are responsible for preparing the Report of the Trustees and the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

Company law requires the trustees to prepare financial statements for each financial year. Under that law, the trustees have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).

Under company law the trustees must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the charitable company and of the incoming resources and application of resources, including the income and expenditure, of the charitable company for that period. In preparing those financial statements, the trustees are required to

-	select suitable accounting policies and then apply them consistently;

-	observe the methods and principles in the Charities SORP;

-	make judgements and estimates that are reasonable and prudent;

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

The trustees are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the charitable company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the charitable company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Approved by order of the board of trustees on 5 May 2026 and signed on its behalf by:

T J Perich - Trustee

Independent examiner's report to the trustees of UT Foundation UK Limited ('the Company')

I report to the charity trustees on my examination of the accounts of the Company for the year ended 31 December 2025.

Responsibilities and basis of report

As the charity's trustees of the Company (and also its directors for the purposes of company law) you are responsible for the preparation of the accounts in accordance with the requirements of the Companies Act 2006 ('the 2006 Act').

Having satisfied myself that the accounts of the Company are not required to be audited under Part 16 of the 2006 Act and are eligible for independent examination, I report in respect of my examination of your charity's accounts as carried out under Section 145 of the Charities Act 2011 ('the 2011 Act'). In carrying out my examination I have followed the Directions given by the Charity Commission under Section 145(5) (b) of the 2011 Act.

Independent examiner's statement

I have completed my examination. I confirm that no matters have come to my attention in connection with the examination giving me cause to believe:

1.	accounting records were not kept in respect of the Company as required by Section 386 of the 2006 Act; or

2.	the accounts do not accord with those records; or

3.	the accounts do not comply with the accounting requirements of Section 396 of the 2006 Act other than any requirement that the accounts give a true and fair view which is not a matter considered as part of an independent examination; or

4.

the accounts have not been prepared in accordance with the methods and principles of the Statement of Recommended Practice for accounting and reporting by charities (applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102)).

I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached.

Dipakkumar Shah FCA

The Institute of Chartered Accountants in England and Wales

Nielsens

Chartered Accountants

The Gatehouse

453 Cranbrook Road

Ilford

Essex

IG2 6EW

5 May 2026

31.12.25

31.12.24

Unrestricted

Restricted

Total

Total

funds

funds

funds

funds

Notes

£

£

£

£

INCOME AND ENDOWMENTS FROM

Donations and legacies

59,494

150

59,644

1,580,363

Investment income

2

38

-

38

322

Other income

27

-

27

-

Total

59,559

150

59,709

1,580,685

EXPENDITURE ON

Charitable activities

Grants to Educational Institutions

37,942

150

38,092

1,541,344

Other

8,748

-

8,748

39,497

Total

46,690

150

46,840

1,580,841

NET INCOME/(EXPENDITURE)

12,869

-

12,869

(156

)

RECONCILIATION OF FUNDS

Total funds brought forward

5,266

1

5,267

5,423

TOTAL FUNDS CARRIED FORWARD

18,135

1

18,136

5,267

31.12.25

31.12.24

Unrestricted

Restricted

Total

Total

funds

funds

funds

funds

Notes

£

£

£

£

CURRENT ASSETS

Cash at bank and in hand

18,135

1

18,136

5,267

NET CURRENT ASSETS

18,135

1

18,136

5,267

TOTAL ASSETS LESS CURRENT LIABILITIES

18,135

1

18,136

5,267

NET ASSETS

18,135

1

18,136

5,267

FUNDS

6

Unrestricted funds

18,135

5,266

Restricted funds

1

1

TOTAL FUNDS

18,136

5,267

The charitable company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The trustees acknowledge their responsibilities for

(a)	ensuring that the charitable company keeps accounting records that comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the charitable company as at the end of each financial year and of its surplus or deficit for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the charitable company.

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

The financial statements were approved by the Board of Trustees and authorised for issue on 5 May 2026 and were signed on its behalf by:

T J Perich - Trustee

1.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements of the charitable company, which is a public benefit entity under FRS 102, have been prepared in accordance with the Charities SORP (FRS 102) 'Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019)', Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Income

All income is recognised in the Statement of Financial Activities once the charity has entitlement to the funds, it is probable that the income will be received and the amount can be measured reliably.

Expenditure

Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the charity to that expenditure, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably. Expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all cost related to the category. Where costs cannot be directly attributed to particular headings they have been allocated to activities on a basis consistent with the use of resources.

Grants offered subject to conditions which have not been met at the year-end date are noted as a commitment but not accrued as expenditure.

Taxation

The charity is exempt from corporation tax on its charitable activities.

Fund accounting

Unrestricted funds can be used in accordance with the charitable objectives at the discretion of the trustees.

Restricted funds can only be used for particular restricted purposes within the objects of the charity. Restrictions arise when specified by the donor or when funds are raised for particular restricted purposes.

Further explanation of the nature and purpose of each fund is included in the notes to the financial statements.

2.	INVESTMENT INCOME

31.12.25

31.12.24

£

£

Deposit account interest

38

322

3.	SUPPORT COSTS

Governance

Finance

costs

Totals

£

£

£

Other resources expended

596

8,152

8,748

4.	NET INCOME/(EXPENDITURE)

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

31.12.25

31.12.24

£

£

Auditors' remuneration

-

1,200

Audit-related assurance services

-

960

Independent Accountant review

1,500

-

5.	TRUSTEES' REMUNERATION AND BENEFITS

There were no trustees' remuneration or other benefits for the year ended 31 December 2025 nor for the year ended 31 December 2024.

Trustees' expenses

There were no trustees' expenses paid for the year ended 31 December 2025 nor for the year ended 31 December 2024.

6.	MOVEMENT IN FUNDS

Net

movement

At

At 1.1.25

in funds

31.12.25

£

£

£

Unrestricted funds

Education

5,266

12,869

18,135

Restricted funds

Share capital

1

-

1

TOTAL FUNDS

5,267

12,869

18,136

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

Incoming

Resources

Movement

resources

expended

in funds

£

£

£

Unrestricted funds

Education

59,559

(46,690

)

12,869

Restricted funds

Education

150

(150

)

-

TOTAL FUNDS

59,709

(46,840

)

12,869

Comparatives for movement in funds

Net

movement

At

At 1.1.24

in funds

31.12.24

£

£

£

Unrestricted funds

Education

5,422

(156

)

5,266

Restricted funds

Share capital

1

-

1

TOTAL FUNDS

5,423

(156

)

5,267

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

Incoming

Resources

Movement

resources

expended

in funds

£

£

£

Unrestricted funds

Education

12,176

(12,332

)

(156

)

Restricted funds

Education

1,568,509

(1,568,509

)

-

TOTAL FUNDS

1,580,685

(1,580,841

)

(156

)

7.	RELATED PARTY DISCLOSURES

1) The University of Texas Foundation, Inc., a not-for-profit registered charity in the State of Texas, USA and is the ultimate controlling party and beneficiary of the charitable donations made by the company and it bears the annual audit and accountancy costs amounting to £1,500 (2024 -£2040). It also contributed £10,453 (2024 - £6,674) towards the charity's finance and administration costs. These contributions are recorded as part of other income in the accounts.

2) Restricted funds include £1 representing the issued share capital of the company, being the fully paid 1 ordinary share of £1 allotted and issued to The University of Texas Foundation, Inc.

3) Consolidated financial statements of the University of Texas Foundation, Inc. for the periods ending 31 December 2024 onwards, may be obtained from the Secretary or online at www.utxf.org.