4hGREATHEARTE AQIINQATIQN

LIFE, HOPE AND OPPORTUNITY

STARFISH GREATHEARTS FOUNDATION(company number 4528ot8 —a company limited by guarantee)

Report of the Trustees and Financial Statementsfor the year ended 3x March 2015

wwwatarfishchartty. org

STARFISH PARABLE

An old man has a habit of early morning walks an the beach. One day, as he looked along the share, he ssw ahuman figure moving lihe a dancer. As he came closer he saw that it was a young woman and she was notdancing but was reaching dawn to the sand, picking up starfish and very gently throwing them into the ocean.

"Young lady", he asked, "Why sre you throwing starfish inta the oceaniw

Ihe sun is up, and the tide is going out, and if I do not throw them in they will die."

"gut young lady, do you not realise that there sre miles and miles of beach and starfish all along it? Youcannot possibly make a dificrence. "

The young woman listened politely, paused, and then bent down, picked up another starfish and threw it intothe sea, past the breaking waves, saying:

"It made a difference for that one."

(Adapted from the story Ihe Ster ThroweC by korea Eisely)

CONTENTS

Charity Information ..Repoi& of the Trustees.Independent Examiners Repoi& ..Statement of Financial Activities.Balance Sheet. .Notes to the Financial Statements at 81 March cog'. ....

"~"7......8"""9....10

Register ar a charity in England and Wales. Rcghtcrcd charity number: iossgas

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www. srarnshcharity. orn

CHARITY INFORMATION

ConstitutionStariish Greathearts Poundation ("Stargsh"I is s companylimited by guarantee and a registered charity governed by itsmemorandum and articles ofassociation.

Registered Company Numberdsssotg

Registered Charity Number1093862

PatronSir Mark Moody4tuart

Directors and Trustees'lhe Directors of the charitable company are its Trustees for thepurposes of charity lsw and thraughout this report nrecollectively referred to ss the Trustees.

The Trustees who served during the year and since the yearend were as fogows:

Edward Cottrell (Chairman)John LazarJessica StslleyChristine ThompsonLouise BegJohn O'DonovanTracy Dunley Owen

Board ofAdvisors'Ihe Board of Advisors are not Trustees but serve as advisors tothe Trustees. 'Ihe Board of Advisors arc drawn fmm respectedmembers of the community in the United Kingdom.

Hcndrik du ToitGordon HamiltonThree MoraitisPaulSeligmanCaelim Parkes

Independent ExaminerNiacin Wakefield FCAManas LLPTunes HouseThmwley WaySuttonSurtey, SMt dJQUnited Kingdom

BankersMetm BankOne Southampton RowLondonWCtg SHA

Barriays Bank Pictdy HolbomLondon, ECtN uNUUnited Kingdom

tnvestec Bank pica Gnnham StmetLondon, ECaVPQPUnited Kingdom

Solicitorslegal advice is provided pro bono by a solicitor at Ashurst I.LP

Registered office

Investec Bank pica Gresham StreetLondon, ECuV yQPUnited Kingdom

ManagementElinor Middleton - Global Chief Executive Osicer

Company SecretaryJohn O'Donovan

neahtercd ass chwity in England acd wsiac neahaeml charity numha". ro9386a

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wwwaitarBshche rity. erg

REPORT OF THE TRUSTEES Starfish UK with one Community Fundraiser to support theincome generating operation in gotd/ig.

This report together with the financial statements of StarfishFor the year ended Si March aoi5 has been prepared inaccordance with the Companies Act aoo6, Statement ofRecommended Prariice (SORP) "Accounting and Reporting byCharities" issued in March aoog, applicable UK accountingstandards and the Memorandum and Articles ofAssociation.

STRUCn)RE, GOVERNANCE ANDMANAG EM ENT

Introduction to Starlish

Starfish was formed in response to the unfolding tragedy ofchfidren orphaned or made vulnerable by the HIV/AIDSepidemic in South Africa.

Starlish was founded in Londoa by a gmup of youngprofessionals in aooi and registered with the CharilyCommission as s charity in England and Wales in goon(registered charity number io9386a).

Starlish is a company limited by guarantee governed by itsMemorandum and Artiries of Asseciation (company number.4528018).

Appointment ofTrustees

In accordance with Artlries 48 and 49 of the Company'eArtlries of Assoaation, one third of the Trustees retired at theannual meeting and were reappointerL

'lhe criteria that the Board take into account in appointingpeople as Ztustees is whether they possess skfits that wfil beuseful to the Board and that csn be used to fill gapa in theexperience, lmowledge or contacts of the Board and cancontribute meaningfufiy to the work ofStarfish.

Trustees Induction and TrainingThe Company Secretary explains the roles end responsibilitiesof being a Trustee to each new Trustee and provides them withrelevant Charity Commission publications on Trustee dutiesend responsibilities. The Chairman of the Board ecplalns toeach new Trustee how the Board opemtes and what ls expectedfmm each Trustee Ongoing training is pmvided on an ad hocbasis.

Organisation'lhe Directors of Starfish are its Trustees for the purpose ofcharity lew and throughout this report are cofiectively referredto as the Trustees.

The Trustees shall not be less then three in number, but arenot subject to any maximum. The Tmstees meet et least fourtimes a year. The Trustees elect from among their number, onan annual basis, a Chairman, whose responsibilities Forchairing the Trustees' meetings are set out in the Artiries ofAssociation. The Trustees receive guidance fmm the Board ofAdvisom. 'Ibe Board of Advison is a body of experiencedindividuals who provide guidance and advice to the Trusteeson request.

'Ibe day to day management of the charity is uadertehen by theGlobal Chief Executive Otficer. Ibe Global Chief ExecutiveOificer provides suatqpc and operational leadership of

Finanrial and invesunent management continues to beprovided by volunteers with relevnnt expertise.

Related Parties

A shter cbariiy to Starlish is registered in South Afiica as anon-profit organisation and Section m company, and isrefened to in this report as "Stariish SA". Starfish SA wasestablished by founding members of Starfish with the expresspurpose of sharing the Starfish vision in South Africa andenabling delivery to the children we support. Projectssupported by Simfish are identified, managed, monitored andevaluated by Starfish SA.

Additionally, there are nvo other related Starfish entities.Starfish USA is a corporation and is registered as a charitableoqpnisation under Section Sot(c)S ol' the US Internal RevenueService (EIN ao-Sdgn548). Starfish Canada is a volunteeringbased fundraising division and both of these Starfish entitiesshare the same Starfish vision and deliver their»urk throughStarfish SA. These charities are not under common controlwith Starfish and ao are not consolidated in these finenrialstatements. I)tare is, however, a Global Steering Committee inplace to pmvide oversight and ensure good governance acrossthe Starlish entities.

RiskManagenient

%he Trustees monitor progress against the strategic objectivesset out in the plan at each meeting and a comprehensive reviewof the strategy is canied out ennuafiy. The latest riskassessment review was underiaken in March go i5.

As part of this process, the Trustees have implemented a riskmanagement strategy, which comprises:

~ An annual review oF the risks which Starfish msy Face

~ 'Ibe establishment of systems and pmcedures to mitigatethose risks identiTied

~ The implementation of procedures designed to minimiseany potential unpact on Starfish should any of those risksmaterielise

OBJECTIVES AND ACPIVITI ES'Ibe charitable objects, for which Starfish is incorporated, asset out in the Memorandum and Artiries of Association, are asfollows:

~ The relief of poverty, sickness nnd distress

~ The preservation and protection of health

~ 'Ibe advanmment of education

~ The pmrision of facilities for recreation and leisure timeactivities for the occupahon of persons who have need forsuch facgities by reason of their youth, disablement,poverty or social and economic circumstance in theinterests of social welfare and with the abject ofimproving their conditions in life

~ And in particuhr, but without prejudice to the generalityof the foregoing, for the benefit of children snd youngpersons in South Africa

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In pursuit of these objects, Starfish focuses upon supportingchildren in South Africa orphaned or leR vulnerable by theHIV/AIDS pandemic, speciTicafiy by the fofiowing activities:

~ Inspiiriing people to give their time, money, shills,experience and other resources

~ Engaging afi who express interest in joining Starfish

~ Enmfiing individuals and organisstions as committedpaltllcrs

~ Enabling and leveraging the potential of sfi who give oftheir time, money, skifis, experience and other resources

~ Providing leadership that focuses and supports theStarfish organisation, while developing and protecting thebrand and vision

These octivities find mrpression in a single overall charitableactivity with the objects of raising funds to support projectsidentiTied and managed by Starfish SA.

'fhe Crisis

More than two-thirds (63 percent) of the 36.gm people livingwith HIV worldwide are in suirgaharan Africa (UNAIDS FactSheet aciq). In 2Oiq, there were i.4m new infections, withigo, ooo among children, accounting for 66% of the globaltotal of new HIV infections. An estimated ygo, ooo people diedfrom AIDS.

South Africa has one of the highest numbers of HIV positivepeople of any country in the world. In aotq, 6.8 million peoplewerc estimated to bc living with HIV/AIDS, with iqo, ooodeaths. 2.3 mifiion children have been lefi vulnerable andorphaned as a result, as well as Sqo,ooo living mth the virus(Sourcei UNAIDS Estimates antq). Over So yeara SinCe tbevirus first appeared, the communities we work in have lostentire generations of parents, earers and teachers.

The HIV/AIDS epidemic can affect the economy in a numberof wayr. reduction of labour force, heslthcare expenditure,negative impact on child growth and devriopment, diverting ofpublic investment, as well as exacerbating income inequalityby decreasing the growth rate of per capita income. Inequalityis deepening and South Africa ranks amongst the mosteconomicaUy unequal economies in the world. The children wecare for are those who suffer the most from this stark reality.

The Response

By challenging perspectives and beliefs, Starfish seeks tomobilise and inspire individuals in their various fields ofinfluence to bring life, hope and opportunity to these childrenand their communities. In this way, Starfish is developing aglobal community —a community heightened in its awarenessof the problems of the HIV/AIDS pandemic, and determinedto overcome them.

Incoming ResourcesIncome remained stable, decreasing slightly fmm 8363,444 in2013/14 to 8337,o68 in aotq/is. we are encouraged at theincrease in individual income, particularly the strong growth incash donations from individual supporters, with pro bonoservices representing a lower portion of incoming resources.The decmase in income is due to a disappointing return fromTrusts and Foundations. Many of our partners have shifiedtheir focus away from HIV and South Africa. In aoig/i6 wewill continue to focus on the historic mix of community andevents fundraising as wcU as redoubling our efforts to securenew income from corporates, trusts and foundations. In orderto ensure that our outgoings are minimal the team in the UKcontinues to benefit fram pro bono oNce space and there areonly 2 paid staff members in aoig/i6.

Bencficiary EventsThe number of volunteer, community and smaller corporatebenefiriary events contribute! a total of Eg,yitg (aoi4T E6,q6tsee note 3). This Is very encouraging gmwth and a truercfiection of our founding bcficf that individuals can make asubstantial impact by working together for the cause.

Charitable Trusts und FounihiiiunsStarfish secured grants totafiing E36,2oo in aoiq/ig (aoi3/iq:Egg,oog) from charitable trusts and foundations. This incomestream continues to represent a chaficnge for us with many ofour lang term partners dosing down, or shifting their focus.We have adjusted our targets accordingly in aoig/i6.

Corporate DonotiunsCorporate donations remained stable, and we rcccivcd Eig, fiiy(aoiq:Eig, igg see note 2). whilst we continue to enjoysubstantial support from employees at a number of majorcompanies, we did not secure any project speciTic grants framour corporate partners.

Dinners of IlopeThc soiq campaign again ccntrcd on the Breakfast iok run andpicnic held in Marsh. This is the event that kicked started theidea behind the campaign; getting together with your friendsand family and raising money and awareness at the same time.The net income from the Dinners of Hope campaign includingtbe Breokfast tok was 8i6 6m (aatqi Eto 384).

Donated Goods und litnrketing SuppurrThis year Striate, other marketing and design companies andsupporters provided pm bono marketing and design work andgoods to the value of Eta,gtp (aoiq:Ett, gqp see note 2) whichis recognise! Es donations. The donated support has beeninvaluable in assisting staff in producing new communicationmatcrials for campaigns and e-communications. Our websitecontinues to be maintiined on an entirely pro bono basis byCatalyst Innovation. In addition, Investec provided Starfishwith pm bono office space valued at E33,344 (aotqi EST),gqqsee note 6b), enabling Starfish to ensure that mare donationsare restricted to charitable work by operating withexceptionally loiv UK overheads.

ACHIEVEMENTS AND PERFORMANCE

The financial performance of Starfish in the United Kingdom isdisplayed in the aemmpanying financial statements on pages 8to W. Starfish SA financial information is accounted forseparately.

Acgiiiercd ass charity ic England and Wales. Registered charity number: Tosagaa

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www. stsrfishcharlty. org

Individual DonatimisTotal donations received during the year through paymggiving, standing orders and single donations amounted tofpl, 968 (aoi4: ftoup68). We were pleased that this incomeslream remains healthy, largely due to the genemsity of majordonors, giving restricted funds to support our projects. We willbe focusing on increasing this stream in xol6.

Sporting InhiativevSporting activities raised fyg, otg (aoieif16,938). Starfish'svery filet fimdraislng initiative and Income generation wasfrom our sportirig campaign: Gresthesrts 'ibis campaignforms an fundamental part of the charity even forming part ofour name. Starfish now dellvem a portfofio of fundraislngsports initiatives and the money Is ploughed back into helpingthe most vulnerable children. Our Spinning Marathon onceagain pmved to be a great success and is now an annual eventin our calendar.

Resources Expended

Direct staff costs relate to the employment costs of the GlobalChief Executive Olficcr, and a Community Fundraiser. AUsalary costs are direct staif costs and there are no support staffcosts.

Investec pic continual to pnmde Starfish with pro bono oflicespace snd facilities ensuring that the organisation maintainsexceptionally low administration costs. Thh year Starfish alsoreceived pro bono marketing and goods support to the value offin, 6t9 (soi4:8n,649 see note a). 'Ibis has been recognised indonations and events income snd mst ofgenerating funds.

Charitable expenditure indudes funds donated to Starlish SAto saver Stariish GK's share of the Programme Team costs,which is sn essential part of pmgramme delivay andmanagement.

Charitable expenditure was for thc year fl8x,go4 (soiqift93 185)

PUBLIC BENEFIT PROVIDED ANDSUMMARY OF KEY INITTATTVESUNDERTAKEN BYSTARFISHThe Charit's Trustees have complied with the duty in section4 of the Charities Act aou to have due regard to Public Senefitguidance published by the Charity Commission. AU Trusteesgave their time voluntarily and received no benelits from theCharity. No trustee redaimed any expenses fmm the charityduring the current or previous year.

For the year ending St March aoif, Starlish undertook anumber of key activities within the framework of the aims setout in ihe charity's governing document to provide publicbenefit to children and young pemons in South Africa. Marespecifically, the beneficiaries of public benefit pmvided byStarfish for the year were children that have been madevulnerable or orphaned by the HIV/AIDS crisis in SouthAfrica. 'Ibe activities of Starfish for the year were undertakenwith the objecuve ofsupporting the advancement of education,preservation and protection of health, and the relief of poverty,sidmess and distress.

Globally, funds fmm afi Starfish ofiices supported more thaniy, ooo children.

In summary, these pmgramme activities induded nutritionalsupport, facilitation and provision of education ivelfare

services and training to increase the overaU quality of carepmvided to children. These activities are as follows:

- Health und Education Crisis Intervention

Starfish supports children with food parcels to enable them tostay alive during times of crisis. Many children are leR to lookaRer sick snd dying parents and src unable to access basicresources needed to survive. Newly orphaned children areolten lek to fend for themselves with no support structurearound them. Food parcels represent a vital lifeline thatenables children to hold oato the hope of a brighter futurewhile we work with them to link than into long term supportstructures, social services and enable them to receivegovernment welfare grants. The parcels typically containmake meal, beans, peanut buner, sugar and salt to enable sfamily of four to survive fora month

Emergency food parcels also enable staff to bufd up arelationship with the children. The parcels sre used ss a shortterm, but vital life saving tool lo enable families and childrento sundve until ive can link them to a more secure andsustainable source of food such as vegetable gardening sndgovernment grants.

As well ss enabling orphaned chfidren to apply for school feesexemption, our pmjects also crudaUy provide the necessasysupport amund education such as the pmvision of schooluniforms, shoes, statlonay end books. Without these, children»oukl not be able to attend school despite the fact that schoolrepresents the one sustainable means of building independentand economically active lives. We pmvide tbe necessarysupport to enable children to continue their educanonfoUowing the death of their parents. This is vitally important toenabling children's lives to stabilise, initiating the rebuildingproclas.

In July aot4 Starfish launched a brand ncw initiative as part ofthc Wellness Pmgnunme. A mobile dinic oifering testing andcare to some of the most vulnerable children in rural areas.The Wellness Wagon was launched to mitigate some of thechaUenges to accessing care, induding lack of provision,inadequate stafimg and medical resources, school absenteeismand unaccompanied children not bing taken seriously byhealth ofiicials.

Results from year one have confirmed the need for serviceswith 61K of children referred for foUow up care. A secondwagon has been purchased to provide care in thc Eastern Cape.

- Support for Community Based Organisutiorss

It is widely accepted, based on cxpaience of organisations inSouth Africa and throughout the rest of the continent wheretarge populations of AIDS orphans exist. that the best modehof care for vulnerable and orphaned children arc found withinthe children's communities, not in institutions.

Thc huge numbers of children orphaned by HIV/AIDS inSouth Africa needing support means that neighbourly mpportis no longer enough. As a response, community manbers aregetting together to assist children and their families withintheir communities Community initiatives can provide variouskinds of assistance induding parenting, protection,psychosecial and spiritual support as well as malarialass lstll iles.

However, these community groups require assistance toeffectively care for children. They need support to deliver the

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best responses, reaching the tnost vulnerable children over thelong term. Starfish invests in the futures of thousands ofchildren assess South Africa msldng sure they have the toolsthey need to become independent young adults. We do thisthrough community based organisstions (CBOs) working atgrassroots level. We befleve that by mope»ering theseorganisations with our knowledge, finandel resources andtraining, vuleemble children, their famiTies snd communitieswill be strengthened. Our support is ilmdble and can beadapted by the pmjects themselves. This enables individualcommunities to develop their own soluttorm to the chaflengesthey face.

'Ibe service packages our pmject partners pmvide typicallyindudes:

~ Nutritianal support through sustainable foodgardening and hot meals

~ Day care and pre-school for infants and youngchildren

~ Psychosocial care for traumatised children~ Homework support and training for older children~ Safe and caring environments in which childmn can

play and social isa~ Government grant facilitation for child headed

households aad foster care families~ Caregivers giving direct support for child headed

households until we can link children to faster carefamilies

~ Hcalthcare vendees

Capacity Biulding

lhme are thousands of CBOs that work to suppon orphanedchildren and adults at risk due to HIV/AIDS. Theseorganisations deliver a range of education and health supportservices. However, donors and the govenunent are unable towork with these CBOs because they have no formal framework,in(restructures such as bank accounts, or non-profitorganimflon registration. Stat( and volunteers require trainingand sklfis around budgeting and financial management,fundraising, business plans and cades of conduct. 'Ihe majorityofstaff and volunteers have dso received little or no trnining inregards to care of orphans snd chfldren's rights.

Starfish has undertaken to increase the capacity andsustainability of project partners 'Ibis year we have continuedto direct our work in this important area through ad hectraining coumes following assessmcnt of individual needs oforganisations and thc ongoing support of ProgrammeManagers.

Programme Managers are experienced individuals not onlyconducting monitoring of projects, but also pmviding thenecessaty support around the development of key sldfls. Wehave found that this combination of ad hoc but focussedtraining alongside support delivered by Stariish staif is provingexceptionafiy beneficisl with projects considerably increasingtheir reach and quality of pmgrammes delivered. Trainingranges fmm finance end management to sodsl oue courses. Insotg/t6 there will be an even greater emphasis on trainingwith a special focus on primary care in order to ensure the bestmedical support for vulnerable children.

FINANCIAL REVIEW

Policy on Reserves

The Trustees dmely monitor the level of free reserves availableto ensure there is sufficient financial flexibifity in place. 'IheTrustees' policy is that there should be free reserves ofappmximstely fSo ooo (uoi4i fSo ooo) so as to cover et leastsix months ofstaff and administration casts. The free reserves(net of designated funds) avaikrbte at St March soig werefuo3, 636 (soi4: Ei84,339) providing cover of six months ofststf and administration costs in the foflowing financial year, atcurrent expenditure levels.

Designated Frojoets Fund'Ihe Trustees review the charity's need for project resenvunnnuafly in line with the guidance issued by the CharityCommbsion. lhe Trustees believe that in order to safeguardthe charity's services and pmjects in South Africa in the eventof delays in the receipt of grants, or any shortfafl in fundraisingincome, the organisation needs s Designated Projects Fund,which wifl enable Starfish to ful6l its immediate short termcharitable commitments. In Roig, fttvtga was transferred todesignated reserves fofiowing a review of the level ofdesignated fund required. 'Ibe Fund balance is fm3 i6i (uoie:Em, 6yo).

Grant Slaking Policy

Available I'unde raised by Starfish UK are rmnitted to Star6shSA. 'Ibe granting of iunds is determined by Starfish SA andStarfish UK In line with the organisation's pmject fundingstrategy, which is approved by Starfish UK, approval at projectcommittee meetings as well as adequate compliance by theproject partner in regards to auditing and reporting.

Investment Policy

Under the Memorandum and Artides of Association, Star6shhas the power to make any investment which the Trustees seefih Starfish aims to maximise Sterling investment returnswhilst ensuring suifident cash is available to mcct thcoperating casts of starfish end project commitmcnts. Starfisaims to minlmise currency risk associated with projectcommitments ss end when darity exists as to the terms andtiming of amounts tobe trsnsfcrrmk

Starfish has s primary banking relationship with Investec BankPic ( Invcstec") aad Metro Bank Surplus cash funds areplaced with Investec and Metro Bank during the year andinterest received fmm these placements was ftdgf (Roi4ifi,6RS).

Rsaistsrrd ass charity in Enslsad snd Wales. Rsrisisrsd charity number: iogs86s

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wwwararfishctiarity. org

Trustees' Responsibility in Relation to thcFinuneial Statements

Company law requires the Trustees to prepare financialstatements that give a true and fair view of the state of affairsof the charity at the end of the financia year aad of its surplusor defirit (or the Iinancial year. In doing so the Trustees arefcipllled toi

~ Select suitable accounting poliries and apply themconsistently

~ Make judgements and estimates that sre reasonable andprudent

~ State whether applicable accounting standards have beenfogowed subject to any material departures disdosed andexplained in the financial statements and

~ Prepare the finanrial statements on a going concern basisunless it is inappropriate to presume that the charity willcontinue in business.

The Trustees sre tmporutble for maintaining pmperaccounting records whhh disriose with reasonable accuracy atany lime the finanrial position of the charit and enables themto ensure that the finenrial statements comply with theCompanies Act noo6. The Trustees are also responsible forsafeguarding the assets of the chnrity and hence for takingreasonable steps for the prevention and detection o( fraud andother inegularities.

Funirc Plans

We are grateful for the continued support fmm individualdonors; a tnl&ute to the Charity's founding prinriples and abefief that each one of us can imke a ddference. Plans for theyear ahead indude a continued focus on increasing incomefrom charitable trusts, fouadations and companies as well assupport for our growing team of individual fundraisingvolunteem and ambassadors. Events and campaigns plaanedfor aotg/tg Inriude s number of events to engage Individuals,awareness raising campaigns and the expansion of the sportingevents' portfolio to generate new income

'Ihe Trustees have appmved a schedule of periodicdisbursements to project partners in South Africa for theperiod to 31 March 2016.

'these financial statements have been prepared in accordancewith the special provisions of the Companies Act noo6 relatingto small companies.

Edward Cottndl, Chairman, on behalf of the Trustees

it Decemberaots

Rcginwcd as a charity in England and Wales. Seghtoed charity aumbcrr ioeg86s

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REPORT OF 'fHE INDEPENDENTEXAMINER 'f0 THE TRUSTEES

I report on the gnancial statements of the charit for the year

ended Si March xoig, which are setout on pages 8 to 17.

Respective res ponsibBitiea of trustees and examiner

Tbc charity's tnmtees arc responsible for the preparation of the

Snancial statements. The charity's trustees consider that an

audit is not required for this year under section iee(x) of the

Charities Act aom (the aou Act) and that an independent

examination is needed.

It is my responsibility toi

examine the gnancial statements under section ieg of the

2011 ACti

follow the procedures laid down in the general Directions

given by the Charity Cam mission under section tdg(S)(b)

of the aom Act; and

stets whether particular matters have come to my

attention.

Independent examiner's statement

ln connection urith my examination, no matter has come tomy attentiont

which gives me reasonable cause ta belieue that in onymaterial respect the mquirementst

to keep accounting records in accordance withsection 886 of the Companies Act xoo61 and

~ to prepare accounts which accord with theaccounting records, and comply with theaccounting requiremcnls ofsection sg6 af theCompanies Act aoo6 and urith thc methods andprinciples of the Statement ofRecommendedPractice: Accounting and Reporting byCharin'es

have nat been met; arto which, in my opinion, attention should be drawn inorder ta enable a praper understanding ofthe financialstatements ta be reached.

1 (, iA

Nlcola Wakerield PCA

Maxara LIPTimes House, Tbrowley Way, Sutton, Surrey SM1 ddt)

Date; tb txv 9 Q x ots

This report, induding my statement, has been prepared for

end only for the charity's trustees as a bady. My work has been

undertaken so that I might state to the charity's trustees those

meucrs I am required to state to them in an independent

examiner's report and for no other purpose. To the fullest

extent permiued by law, I do not accept or assume

responsibility to anyane ether than the charity and the

charity's trustees as e body for my examination wark, for this

report, or for the statements I have made.

Basis of independent examiner's report

My examination was carried out in aamrdance with the general

Directions given by the Charity Commission. An examination

includes a review of the accounting records kept by the charity

snd a comparison of the financial statements pnmented with

those records. It also Indudes consideration of any unusual

items or disclosures in ihe accounts, and seeldng explanations

fmm you as trustees concerning any such matters. Tbe

procedures undmtaken do not provide all the evidence that

would be required in an audit and consequenUy no opinion is

given as to whether the financial statements preseot a 'true and

fair vieN and the report is limited to those matters set out in

the statement below.

Rcgisiwed ass «hxriiy in England and Wales. Rcglstend clarity number: iov186s

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STATEMENT OF FINANCIAL ACTIVITIESfor thc year ended;lt March ao15

(Including Income and Expenditure Accnunt)

Yearended

31 March

2015

Year

ended

31 March

2014

Incoming ResoureimDonationsActivities for Generating Funds- Starfish Events- Interest Received

Notes

Unrestricted

funds

f149,648

121,0051,485

Restricted

funds

5

64,930

Total

5

mib578

121,005id85

Total

251,218

n2, 6011,625

Total incoming Rcsnurccs 272,138 64,930 337,068 365,444

Resources ExpendcilCast of Generating FundsCharitable ExpenditureGovernance Costs

n6,482122,921

1,968

tt6et82 96,no59,383 182804 193,185

1,968 1,8ao

'fuial Rcsiiurcm' Expended 241,371 59,383 300,754 291,095

Net Increase iil Fuilds 30,767 5 547 36,314 74849

Fund Baluneuu Brought Fomvard 296,029 32,8o6 328,835 254 486

Fund Bulunees Carried Furward 12 326,796 38,353 365,149 328,835

All results were derived fmm continuing activities. There were no recognised gains or lasses for the year ended31 March 2015.

The statement of Enancial activities also complics with the requiremenu for nn income and expenditureaccount under the Campanies Act ao06.

The nates on pages to-17 form part of thcsc financial statements.

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BALANCE SHEETas at Sg B(orch "otfi

Taogihle Fixed AssetsNates

9

31March

20155

31March

2014

5

Current AssetsDebtorsCash at Bank

10 33,16o336,292

12 991318,939

Cred i tarsi Amounts Falling Due Within One Year

Net Current Assets

Net Assets

369852 331,730(4 302) (2I$95)

365,15o 328,835

365,150 328,835

Income FundsUnrestricted

General

Designated Funds12,13 203,636 1$4,3591213 123 161 111 670

1813 38+53 32,806

Total Funds 365,150 328,835

The charitable company is entitled to exemption from audit under Section 4yy of the Companies Actaoo6 for theyear ended 31 March 2015.

The members have not required the charitable company to obtain an audit of its financialstatements for the year ended Si March ao15 in accordance with Section 4y6 of the Companies Act2006.

The trustees acknowledge their responsibilities for

(a) ensuring that the charitable company keeps accounting records that comply withSections 3$6 2nd 38y of the Companies Act uoo6 andpreparing financial statements which give a true and fair view of the state of affairsof the charitable company as at the end of each financial year and of its surplus ordeficit for each financial year in accordance with the requirements of Sections 394and 395 and which otherwise comply with the requirements of the Companies Actuoo6 relating to financial statements, so far as applicable to the charitablecompany.

These financial statements have been prepared in accordance with the special pmvisions of theCompanies Act aoo6 relating to small companies.

Approved on behalf of the Board of Starfish Gtea thea rts Foundation.

Edward CottrdlChairmantg December 3035

The notes on pages ia —iy form part of these linancial statements.

Registered ss s charity In England snc wales. Rcgiecac duriiy nnmherI ID93E62

T«F 4fet/4/ ..I ~

TUDUIUD 'DIE TIDE os clos

wwwxrmrfishcharto. org

NOTES TO THE FINANCIALSTATEMENTS at Sg March ao151.Accounting policiesBasis of Preparation

The financial statements have been prepared in accordancewith the historical cost convention, the Companies Act soo6,the Statement of Recommended Prscfice (SORP), "Accountingand Reporting by Charities", issued in March sons, andapplicable UK accounting standanls.

Fund Accounting

Unrestricted Funds

General funds are available for use at the discretion of theTrustees in furtherance of thc general objectims of Starfish andhave not lmen designated for other purposes.

Designated funds are unrestricted funds earmarhml by thetrustees for particular purposes.

Restricted Funds

Statement of Cash Flows

A statement of cash ilows has not been prepared as Stsrlishqualifies as a smag company and is therefore cxcmpt from therequirements to pmduce a statement of cash flows inscmrdance with FRS t.

l)onated Seridccs

Donated services are indudul in income at evaluation which isan estimate of the financial cost home by the donor where sucha mst is quantifiable and measurable. No income is recognisedwhen there is no financial cost home by a third party.

interest Received

Interest b induded when receivable by Starfish.

Tangible Fixed Assets

Computer equipment purchased during the year is capitalisedand depreciated an a straight line basis over the estimateduseful life of three years.

Solbvare development costs that meet the requirements forcapitalisation are depreciated on s straight line basis over theestimated useful life of three yean.

Restricted funds are to be used in accordance with speeiiicrestrictions imposed by donors. The aim and use of therestricted funds are set out in the notes to the financialstatements.

Incoming Resources

All incoming resources are accounted for on a receivable basis.

Donutions

Donations are received fimn individuals and corporations.Starlish rcdaims G(ft Aid from the Inland Revenue whereappropriate documentation has been mceivcd from the donar.

Stnrfiish Events

Foreign Fxchangc

Monetary assets and liabilities denominated in foreigncurrencies are translated into sterling at rates of exchangeruling at the balance sheet date

Transactions in foreign currencies are translated into sterlingat the rate ruling an the date of the transaction.

Exchange gains snd losses are mcognised in the Statement ofFinancial Activities.

Funds raised from Stariish events are accounted for on areceivable basis and am stated on a gross basis ss expensesreliited to these events are induded in resources expended.

Resources Fxpended

AU expenditure is accounted for on an accruals basis and, inaccordance with the requirement of the SORP, has either beendassified directly to or afiecsted as appropriate support costsover the Trust's three main activities under the SORP of:

Cost ofgenerating fundsFunding of Starfish SAGovernance (iade pendent examiner's fee)

With the exception of independent examiner's fees, afi supportcosts incurred et Starfish are agocated to the cost ofgeneratingfunds.

Grants Policy

AU available funds raised by Starfish UK are remiued toStarfish SA based on their project funding strategy, which isapproved by Starfish UIC

Registered ass charity In England ass Wales. Rcglstcrcd charity numbm TD93662

10

4 /Itch+IIuetctlc IIIE IIDE DII AID

wwweterfichchartu. orn

NOTES TO THE FINANCIAL STATEMENTS at 51 March 2O15 (continued)

Donations

Yearended

31 March

20155

Year

ended

31March

2014

5

Charitable Trusts and FoundationsIndividual Donations

Corporate DonationsDonated FacilitiesDonated Marketing SupportGilt Aid Redaim

36,20091,958

1,1983985412,619

33 049

55.009to2,768

13D5539 54412,61928I123

214,578 251 218

Donated Facilities refers to the in kind donation of office space in lieu of rental by Invcstec Pic, a company bywhich a number Of trustees are employed (sec Note 14). This relationship wss inifiatcd in November aooy. InJune ao14 the team moved lo Investec Asset Managcmcnt, 25 Basinghag Street, london, ECav SHA. UnitedKingdom. Donated Marketing Support refers to the in kind donation Df marketing msterial designs by Striate.

Starfish Events antI Fundraising Initiatives

Year

ended

31 March

R015

8

Year

ended

31 March

2014

Z

Sports Initiative

Starfish BallWorld Aids Day

Other Benefidary EventsDinaers of HopeSouth African Charity Golf DayStarfish DayEducatien Initiative

75,013

7569,798

t6,6m10,000

5 4753 351

76,938

7 440SM61

to+8412,000

61117

121,005 112,601

Restate red as s charity in Retd sad Dad wales. Resictcred ctnrity Dumhrn IDD1662

11

dr'n dtebpt. .1UNNINC THE roe CH Nos

wwwstsrRshcbario. org

NOTES TO TIIF FINANCIAL STATEMENTS at 31March 2ogS (condinucd)

4. Cost of Generating Funds

Directcosts

Supportcosts

Yearended

31 March

R015

Year

ended

31March

2014

Cost of Generating Funds 92,708 23 774 116,482 96,110

Direct Staff Coals (Note 6a)Cost ofStarfish events

Support Costs (Note 6b)Cost of Community FundraisingCost of Charitable Trust and Foundation FundrahingCost of Sports tnina tive

40,55312,05623 77416,945

18

23436

36,3494 742

23 93314,641

21216,233

116,482 96,110

Donated services of E39,554 (aotd: 541,796) (see Note 2) are included in the cost ofgenerating funds.

Charitahle Activities

Dh eet

COStS

SupportCOSts

Yearended

St March

2015

Year

ended

31 March

2014f

Funding ofStargsh SA and other progmmmes- Health and Education Crisis Intervention- CBO Suppott and Capacity Building

Activities within the UK

94 07221,02946 753

162,484

19,819

19,819

94 70221,02966,572

182Joe

106,23726 55960+89

193,185

Governance Costs 1,968

164452

1,968 1,800

19,819 184,272 194,985

Governance costs indude independent examiner's fees of Et 914 (aote: independent examiner'sremuneration ofEt,goo).

Registered ss s charity ie England and Wales Reghtcrml charity number, loess as

12

g& 4~+(9I'wwwmtarfishcherib. org

NOTES TO THE EINANCIAL STATEMENTS at 53 March 2O15 (continued)

6. Support Costs

a) Staff Costs

Wages and SalariesSocial Security CastsOther Staff Casts

Yearended

31 March

2015f

76,5oo8,3612,446

Year

ended

31 March

2014

f67,829

yr3881,003

less staff costs relating to mst of generating funds

Stat(costs relating to charitable activities

87,3o7 76,226(4od53) ($6,$49)

46,754 39,871

1he average number of employees for the year was two (ao141 two), ag of whom are employed in furtheringthe charitable aims of the organisation.

No employees earned more that 56o ooo during the year under review (year ended 31 March so 14- nil).

Starfish does not contribute to a pension plan on behalf of its employees.

b) Administration

Rent an Premises

General Expenses induding:- Insurance-Other

Yearended

31 Metall

2015f

39 554

3693,(yo

Year

ended

31 March

2014

f39644

4146493

Total Support Casts 43 593 44 451

Registered ss 1charity in England and Wales. Registered charily num tmr. 1093g61

13

O Ate(J4llIulvlrxl n 1 Iler cll xIen

wwwararfiskcharity. org

NOTES TO THE FINANCIAL STATEMENTS at 31 MARCH 2015(conrinued)

7. TaxationAs a charity Stsrfisb is exempt from taxation of its income and gains within Section Sog Taxes Act 1985 orSection 256 Taxation of Chargeable Gains Act tgss to the extent they are applied to its charitable objectives. Notsx Uabfiity bss arisen in the year.

8. Trustees' RemunerationTbe Tmstces have waived their right to any emoluments from Starfish. No trustee received any reimbursedexpenses during the yesr (not 4 - Enil).

Tangible Fixed Assets

ComputerSoftware

f

Computer

HardwareTotal

Assets

CIxiAt ot APril 2014 and 31 March 2015 1,665 4,624

Accumulntcd DeprcciatirmAt ot April no14 and 51 March aotg 1,655 4,624

Nct Book Value nx nt 31 Mal'ch sots

Net Book Value nx et 31 March 2014

Aeghtc red as a charity in England 1nd wales. Acglstc red charity number. Ious 6 62

14

k4+ajvgfcinlwlnn tnt'anton fns

www. starfshchs ri W.nrg

NOTES TO THE FINANCIAL STATEMENTS at Bg March fogy (continued)

go. Debtors

31 March

20158

31 March

2014f

Accrued OonationsHM RC for GiR Aid

Prepaid Expenses

992nt, y6810,400

2,093698

10,000

33,160 12,791

33. Crcalitots: amounts falling due within one year

31 Marsh

20155

31 March

2014

5

Accrued Expenses 4,302 2,895

Registered as a charity in England and Wales. Registered charity number. 109386a

15

IL(VIIIflAI:INNNN v INN' Ien cv Nos

NOTES TO THE FINANCIAL STATEMENTS at 53 March 2015(continued)

Statement of Funds

UnrestrictedGeneral

DerignatedRestricted

Ar1Ape(I

11014

5

184,359111I670Sa,8o6

Incoming

resources

272, 139

64 930

Resources

expended

5

(241,370)

(59,383)

ylunsfere

5

(11,492)11,492

At

Sr March2O15

5

203,636123,161

38,353

Total Fbnds 328,835 337,068 (300,754) 365,149

1be general funds represent Ihe free funds of Starfish, which are not designated for particular purposes.

Designated funds are raised to safeguard the charity's services and projects in South Africa in the event ofdelays ln the receipt of grants, or any shortfall in fundraislng income. 1hese will enable Stsrgsh to fulgl itsimmediate short tenn charitable commitments. A transfer of EUA92 has been made into this fund in 2014/tg(uoic: 513Neou was transfened to Ihe fund).

Restricted funds are funds which are to be used in accordance with specific restrictions imposed by donors.1he aim and use of the restricted funds are set out in the table below:

Balance at1April

20145

Incoming

Resources

5

Resources

Expended

5

Balance atSi March

20155

Anonymous Trusts for the Wellness WagonAnonymous donation for GautengSrilish Petroleum matched giving for Gmololo)FP Donation for KZN

Anonymous Donation for KZN

SI4744 020~5 143

16,7(o

30,00017,500

(5,474)(c,oao)

(4o,o4i)(6,98o)

16,76o

5,10210,520

Rmaricted donations of Eg,ooo or less SA69

Sa,so6

67o

64I9SO

(2,868)

(59,383)

5 971

38B53

Registered as s ebs du in England snd wales. Rcslii ared charity number: 1093262

16

r),t~j4/F

wwwmtarfishcharliy. arg

NOTES TO THE FINANCIAL STATEMENTS at SI March RO35 (continued)

Analysis of Net Assets between Funds

Unrestricted

funds

E

Restricted

funds

f

Sr Afrirch

nolsTotol

E

DebtorsCosh at BankCreditomi Amounts Falling Due Within One Year

SSA6o397,939

(4,3o3)

33,160SSD53 336a93

(4,3o*)

Net assets 326,797 38,353 365,i50

34. Related PartiesStarlish Greathearts Foundation, registered in South Africa (Sectioa m company registration number:noog/oou565/og) ["Starfish SA") is the sister charity of Starfish Greathearts Foundation ("Starfish" ),registered in England and Wales. Starfish SA has the same charitable objects as Stariish.

During the peried under review thee was charitable expenditure of Ettg, ygt (aoidi 5333,796) from Stsrlishto Starfish SA to futthcr the charitable objm:ts of Starfish SA. These will enable Starfish lo fuifd its immediateshort term charitable commitments. At the yesrmnd amounts due from/to Starfish SA was Enil (nord: Enil).

During the year three Trustees (being Edward CottreU, louise Petem (nee BeU), John O'Donovan) were fulltime employees of Investec Bank pic, with which Starfish has an arm's length banking relationship.

IS. GuarantorsStarfish is a company limited by guarantee. In the event of a winding-up, the liability of each of the membemis limited to Ei. At Si March soig the Members of the company were afi Trustees as listed in the TrusteesReport.

36. Post Balance Sheet EventsThere have been no signiTicant events between the balance sheet date and the date of this Report.

Rcglsl ared m s charity in England and Wales. Registered charity number lo9386s

17