publish what you pay...registered company no. 9533183 publish what you pay (a company limited by...

Registered Company No. 9533183

PUBLISH WHAT YOU PAY (A company limited by guarantee)

REPORT OF THE TRUSTEES AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2015

INDEX

-15 Report of the Trustees

15 Statement of Trustees’ Responsibilities

16 Legal and Administrative Information

17 Independent Auditors’ Report

19 Statement of Financial Activities

20 Balance Sheet

21 Statement of Cash Flows

22-28 Notes to the Accounts

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REPORT OF THE TRUSTEES CONTENTS

INTRODUCTION:

About Publish You Pay

Letter from the Chair of the Board and the Executive Director

STRATEGIC REPORT:

Publish What You Pay in Action

Our Objectives and Activities

Our Achievements in 2015

Financial Review

Looking Forward

Risks and Uncertainties

GOVERNANCE:

Governance and Management

Legal and Administrative Information

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ABOUT PUBLISH WHAT YOU PAY

Publish What You Pay (PWYP) is a global coalition of civil society organisations (CSOs)

united in their call for an open and accountable extractive sector worldwide. Our aim is to

ensure that oil, gas and mining revenues improve the lives of women, men and youth in

resource-rich nations, and that extraction is carried out in a responsible manner that benefits

countries and their citizens.

The coalition was launched in 2002 by six London-based non-profit organisations and was

hosted as an initiative of the Open Society Foundation. PWYP was incorporated as a

separate organisation on 9th April 2015 and became fully administratively separate from Open

Society Foundation on 1st September 2015. We have grown to more than 800 member

organisations across the world involving human rights, development, environmental, legal,

anti-corruption and faith-based civil society groups. There are national PWYP-affiliated

coalitions in 41 countries.

PWYP is guided by the belief that coordinating the collective interests, skills and actions of a

diverse coalition of CSOs is the most effective way to achieve our aim. Together we can

learn, support one another, analyse published data and work for policy and practice change.

We began by focusing on revenue transparency. Today, we work on transparency and

accountability all along the extractives value chain – from asking the question of whether or

not to extract resources; to assessing whether a fair deal has been reached; to looking in detail

at how oil, gas and mining resources and revenues are managed.

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LETTER FROM THE CHAIR AND THE EXECUTIVE DIRECTOR

2015 has been a pivotal year for Publish What You Pay. Although the coalition was

established in 2002 and has grown stronger and bigger since then, Publish What You Pay as a

stand-alone entity was born in 2015. In many ways, we are now a young start-up but with a

long legacy of remarkable achievements around the world. Our members from Africa, Asia-

Pacific, Eurasia, Europe, the Middle East and lately also Latin America work to ensure that

the benefits derived from the exploitation of oil, gas and mineral resources contribute to

improving the lives of people, particularly those living in communities close to extraction

sites and all groups at the margins of development. They do so often at great personal risk by

exposing corrupt practices in the extractive sector and supporting initiatives to increase

transparency and promote accountability by companies and governments to the citizens of

resource-rich countries.

Our efforts have paid off. Today, extractive companies listed in the EU, US, Canada and

Norway have to publicly disclose the payments they make to governments. Many others do

so voluntarily, for instance through the Extractive Industries Transparency Initiative (EITI).

This is the beginning of a new phase in the life of PWYP, in which financial transparency is

becoming an emerging norm in the extractives industry. Against this backdrop, PWYP has

embarked on an ambitious program in 2015 to educate and train its members and citizens

around the world on how to access, understand and use the wealth of data becoming available

around extractives revenue and other fundamental aspects of the extractive industry value

chain, including contracts and beneficial owners of companies. This is surely going to lead to

interesting findings in the months and years to come.

Other achievements in 2015 include the launch of a new PWYP program in Papua New

Guinea, with support from the World Bank and active participation in the Extractive

Industries Transparency Initiative (EITI) both at global and national levels. Our involvement

in the EITI contributed to the establishment of a new working group on commodity trading

including a commitment from one of the largest trading companiesTrafigura to disclose

information in line with the EITI standard.

Throughout the year, our work has been guided by our basic principles and charitable objects,

which are embedded in PWYP’s strategic framework Vision 20/20. We are nearing the

completion of a new three-year business plan (2016-2018), which will allow us to build on

these achievements by supporting our members around the world and strengthening the

global coalition. A global coalition that remains committed not only to promote, but also to

practice our values as the underpinning source of PWYP governance.

We are also seeking charitable status with the UK Charity Commission and continuing to

consolidate the institutional foundations and effectiveness of the London based Secretariat.

2015 was the last year of service of Marinke van Riet, the International Director under whose

leadership and dedication PWYP has become a membership driven and independent

organization. We will continue to build on her work and achievements. Bon vent Marinke!

Carlo Merla, Chair of the Board and Elisa Peter, Executive Director

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PUBLISH WHAT YOU PAY IN ACTION

PWYP works to address what is commonly known as the “resource curse”, a phenomenon by

which countries rich in natural resources (such as oil, gas and minerals) - so called “resource-

rich countries” - tend to have less economic growth, worse development outcomes, higher

inequality and weaker institutions than countries with fewer natural resources.

In many cases natural resources also lie at the heart of civil strife, violent conflicts and wars.

In addition to sustaining conflict, resource exploitation has contributed to a range of human

rights violations, famines, the spread of diseases, population displacement, organized crime,

corruption and serious environmental damage.

Abundant natural resources, which should be a blessing for a low income country, in most

cases make poor people poorer.

One of PWYP’s charitable purposes is to promote sustainable economic development and the

relief of poverty by ensuring that citizens in resource-rich countries benefit from oil, gas and

mineral exploitation. When these natural resources are managed in a transparent, accountable

and sustainable manner, they can bring tremendous social and economic benefits to the

public.

In recent months, low commodity prices have exacerbated the “resource curse” in many

ways. Price volatility is expected to remain a fixture of the extractives sector in the coming

years, especially in light of dwindling oil and gas resources in many traditional production

centres and the accessibility challenges linked to exploiting new untapped reserves (such as

in the Arctic).

The adoption in 2015 of both the Sustainable Development Goals and the Paris Climate

Agreement is also affecting the extractives sector in ways which PWYP members are still

analysing.

In addition to the changing geopolitical context the shrinking enabling environment impacts

many of our members on a daily basis and is a direct threat to all the transparency gains we

have made in the last ten years. As a strong solidarity movement PWYP needs to double its

efforts using the various mechanisms such as the EITI, but also Open Government

Partnership and the UN Special Rapporteur on the Freedom of Assembly and Association.

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OUR OBJECTIVES AND ACTIVITIES

PWYP’s charitable objectives are:

to promote for the public benefit ethical standards of conduct and compliance with the

law by governments, industrial, voluntary sector and professional organisations in

international and domestic initiatives relating to the extractive industry;

to promote sustainable development for the benefit of the public by:

the advancement of social safeguards and the promotion of

transparency of information relating to extraction, supply and value

chain of natural resources;

the prevention or relief of poverty and the improvement of the

conditions of life in socially and economically disadvantaged

communities affected by the extraction and supply of natural

resources;

to advance the education of the public through research and study into the extraction,

supply and value chain of natural resources and to publish and promote the useful results

of such investigations and research to the public at large, and:

the advancement of good citizenship and civil society included but not limited to:

supporting action to promote good governance and democracy by

encouraging among other things, participation in legally recognised

democratic processes and the global multi-stakeholder standard

Extractive Industries Transparency Initiative;

supporting civil society organisations, in particular those concerned

with the promotion of human rights.

Our Strategic Report sets out in detail our activities, which we have carried out in line with

our charitable objectives. The trustees are therefore confident that PWYP has complied with

the duty in section 17 of the Charities Act 2011 to have due regard to public benefit guidance

published by the Charity Commission.

The trustees confirm that they have referred to the guidance contained in the Charity

Commission’s general guidance on public benefit when reviewing the organisation’s aims

and objectives and in planning future activities.

The organisation carries out these objects by:

- Engaging with governments and companies through the multi-stakeholder Extractive

Industries Transparency Initiative (EITI) to develop a solid standard and to support the

participation of civil society organisations in the initiative

- Promoting the use and analysis of data coming out of EITI and mandatory disclosure

initiatives to promote good governance in the extractive sector

- Commissioning research and study into the extraction supply and value chain of natural

resources and promoting the useful results of such investigations and research to the

public at large

- Supporting civil society organisations, in particular those concerned with the promotion

of human rights.

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OUR ACHIEVEMENTS IN 2015 (1st September to 31st December)

The benefits of PWYP’s work are sustainable development and poverty alleviation. The

Trustees are pleased that the achievements and performance of the organisation, as set out

below, demonstrate concrete progress.

- Engaging with governments and companies through the multi-stakeholder Extractive

Industries Transparency Initiative (EITI) to develop a solid standard and to support the

participation of civil society organisations in the initiative

Between September and December 2015, PWYP participated in both the 30th EITI Board

meeting on 21st -22d October 2015 in Bern (Switzerland) and the 31st EITI Board meeting,

which took place on 9-10th of December 2015 in Kiev (Ukraine).

The 30th EITI Board meeting offered the opportunity to bring to the fore the issue of

commodity trading and to emphasise the need for greater transparency in this sector, as

outlined in a communiqué jointly published by SwissAid, the Berne Declaration, NRGI and

PWYP. PWYP, together with other civil society representatives also made recommendations

to strengthen the EITI Validation system.

At the 31st EITI board meeting, PWYP contributed to discussions on the disclosure of

beneficial ownership, the revision of the EITI Validation system and the nomination of a new

Chair of the EITI Board. PWYP Ukraine together with other Ukrainian stakeholders seized

the opportunity of hosting the EITI Board meeting in Kiev to launch their first national EITI

report.

At the national level, PWYP has been supporting more effective civil society engagement in

domestic EITI processes in Nigeria, Senegal, Guinea, Ivory Coast and Papua New Guinea.

This work focuses on instituting a feedback mechanism between the civil society members of

the EITI Multi-Stakeholder Group (MSG) and members of the extractive communities and

wider civil society. In Equatorial Guinea, PWYP actively supported civil society engaged in

the preparation of an EITI Candidate application. In Zambia PWYP has been involved in

drafting the terms of reference for the multi-stakeholder group (MSG); in Malawi PWYP

supported the civil society engagement process as part of Malawi’s application to join the

EITI (which was accepted in October); and in Mozambique, PWYP is working to inform

citizens of the findings of the 2012 EITI report, as well as looking at how to use the data from

the initiative. In Tunisia, PWYP has produced a position paper reflecting their views on how

EITI would help resolve EI related problems in the extractive regions of Tunisia. They also

put together a month-long advocacy campaign of activities designed to push the government

to join the EITI. In Iraq, PWYP representatives on the EITI MSG influenced the new work

plan which includes opening EITI regional offices in three provinces to handle dissemination

and of the EITI report findings.

This work is vital to strengthen effective ownership and implementation of the newly adopted

EITI Civil Society Protocol at the international and local level. It benefits society as a whole

through ensuring that civil society is equipped and able to participate in multi-stakeholder

decision making processes related to the exploitation of natural resources in their countries.

- Promoting the use and analysis of data coming out of EITI and mandatory disclosure

initiatives to promote good governance in the extractive sector

The PWYP “Data Extractors” learning programme is a one-year initiative consisting of two

workshops, follow-up support, peer learning, case studies and an exciting opportunity to twin

PWYP coalitions from different countries.

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The project kicked off in late November 2015 with the first training workshop in Jakarta,

Indonesia, where 13 participants (who were selected on a competitive basis and come from

France, Indonesia, Mongolia, Mozambique, Niger, the Philippines, UK, USA, Zambia and

Zimbabwe) took part in a training on using and advocating for open data. The objective of

this programme is to train the "data extractors" in finding, understanding and using

extractives data in their communications and advocacy; as well as to build connections

between PWYP members in countries both where extractive companies are

headquartered/listed, and where they are active. Each "Data Extractor" will produce a project

using these data in a context relevant to their home country and the needs of PWYP members

in their country.

As a result of this workshop, each Data Extractor gained experience of using a wide range of

data tools, including Tableau, Open Refine and Piktochart, and a clearer idea of their year-

long project focus. This leaning programme benefits the “data extractors” directly but our

commitment is to ensure that the learning is widely shared and that the “data extractors” train

others upon return to their respective organisations and communities, thereby providing a

benefit to a large part of civil society.

- Commissioning research and study into the extraction supply and value chain of

natural resources and promoting the useful results of such investigations and research

to the public at large

In August 2015 three PWYP coalitions in the East and Southern Africa region (Zimbabwe,

Zambia and Malawi) kicked off a one-year regional project to conduct research on national

mining legislation and assess the extent to which it is in line with the Africa Mining Vision

(AMV) as adopted by African Heads of State at the African Union Summit in 2009.

PWYP also prepared a case study on best practices and lessons learned from civil society

involved in the revision of mining codes in Africa, drawing on the experiences of PWYP

coalitions in Liberia, Senegal, Mali, Niger and Cameroon.

In September PWYP representatives attended the inaugural Africa Tax Research Network

Congress in South Africa, to present a research paper “Human scars - is there a hidden cost to

tax? Case for Zambia and Zimbabwe”.

This type of research directly benefits PWYP members by increasing their knowledge and

expertise on issues related to the extractive industry. Because those publications are posted on

the PWYP website, they are also accessible by a wider audience, thereby contributing to

educating the general public on transparency and accountability.

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FINANCIAL REVIEW Overview Our total income in 2015 was £1,221,239, almost all of which was in the form of grants, the

majority of which was received during the period September to December, 2015.

£448,649 (37 per cent) of this income was unrestricted, while the remaining £772,590 was

restricted.

The restricted funding included a grant from the Open Society Foundation for £288,127

intended to facilitate PWYP’s spin off costs from that foundation and to establish an

operational reserve. The remaining restricted funding (£484,463) came from other donors

and was for specific projects to be undertaken in 2015 and later years.

Following our separation from the Open Society Foundation on 1st September, 2015, our total

expenditure for the last four months of the year was £372,707, leaving total funds carried

forward as at year end of £848,532. £438,938 of the funds carried forward are unrestricted,

available for use in furtherance of PWYP’s charitable objectives.

The remaining funds of £409,594 have donor restrictions and will be used for specific

projects and activities agreed with those donors.

Going Concern With unrestricted funds at 31 December 2015 at £438,938 and net current assets at £817,052,

the trustees consider that PWYP has sufficient resources and liquidity to continue, for the

foreseeable future and maintain a sufficient flow of funds to be spent fulfilling our charitable

objectives.

We also believe that there are no material uncertainties that call into doubt our ability to

continue in operation. The financial statements have therefore been prepared on a going

concern basis.

Reserves Policy The board of trustees have adopted an operating reserve policy in order to ensure the stability

of the mission, programmes, employment and ongoing operations of PWYP.

The operating reserve is intended to provide an internal source of funds for situations such as

a sudden increase in expenses, one-time unbudgeted expenses, unanticipated reduction in

funding, or uninsured losses. The reserve may also be used for one-time, nonrecurring

expenses that will build long-term capacity. It is not intended to replace a permanent loss of

funds or eliminate an ongoing budget gap. The intention of the trustees is that the operating

reserve, if used, should be replenished in a reasonably short space of time (i.e. within 12

months).

The policy requires a target minimum of three months of average operating costs to be held

as an operating reserve and that this reserve is held in cash or cash equivalent funds.

Remuneration Policy All PWYP staff were transferred from their previous employer, the Open Society Foundation,

at their former salary levels and with comparable benefits. The trustees have commissioned

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an independent human resources review that, among other things, will establish grades and

pay bands that are determined by market rates. The trustees intend to review the pay bands

on an annual basis to take account of both market changes and affordability.

LOOKING FORWARD

In 2016, PWYP will continue to implement its long term strategic framework Vision20/20.

We will support civil society organisations in leveraging the EITI platform to achieve

increased transparency and accountability in the extractives sector, in collaboration with key

strategic partners such as the EITI Secretariat, the EITI Board, CSO Board Constituency,

World Bank, Open Government Partnership, International Centre for Non-Profit Law,

Heinrich Boell Foundation and partners and MSI Integrity.

We will also work to ensure that more extractive companies are required by law to publish

more information about their payments to governments around the world and using that data

to hold governments and extractive companies to account. Key partners in that endeavor will

include the Open Data community, Omidyar Network, International Budget Partnership,

School of Data, Open Knowledge Foundation and Open Oil.

At the national level, PWYP will support the development of robust natural resource

legislation to promote sustainable development and transparency and accountability of the

extractive sector in close collaboration with the African Union, UNECA, OSISA, OSIWA,

SARW, ASEAN, the World Bank, IFC and others. We will also work closely with

governments to ensure that revenues derived from extractives contribute to sustainable and

equitable growth and poverty alleviation. Our partners in that endeavor will be Tax Justice

Network, AFROSAI, UNECA and the African Minerals Development Centre.

Finally, PWYP will continue to strengthen its internal management processes and structures.

The London-based secretariat will drive forward the successful implementation of Vision

20/20 and identify, analyse and respond to the needs of national PWYP coalitions in an

effective manner. We will continue to cement partnerships with strategic partners to increase

the pace and impact of our work.

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RISKS AND UNCERTAINTIES In order to achieve our objectives, support our member organisations, safeguard our staff and

meet our responsibilities to those who provide our funding, we need to recognise and manage

the risks that we run. Our expectation is not to eliminate all risk, but instead to ensure that

we have appropriate management and governance systems in place to identify and assess

significant risks, and design effective measures to reduce both the likelihood of their

occurrence and impact. In doing so, we need to balance the cost of such measures against the

cost of the risks themselves.

We pay attention to risks in the following categories:

governance risks

operational risks

financial risks

external/environmental risks

compliance risks.

Our risk register is developed by the PWYP staff and the Board of Trustees and is reviewed

and reassessed at each meeting of the trustees. It contains the major risks faced by the

organization and, for each risk:

assesses the impact and likelihood

lists the mitigation and controls to reduce impact and likelihood

states the responsible owner of the risk.

In 2015, the trustees identified the following risks that, without effective mitigation and

control, would have a high likelihood of having a significant impact on our work, our

reputation or our ability to achieve our objectives:

Communication

There is a risk that ineffective communication between the Board of Trustees, the PWYP

Global Council and the PWYP Secretariat will result in confusion in roles and decision

making processes.

In 2015, we developed a Governance Manual that sets out our governance policies and

procedures. In addition, a trustee was appointed with the specific responsibility of liaising

with the Global Council.

Staff Safety

Our staff sometimes have to travel to conflict regions or countries with a hostile attitude to

PWYP’s work.

With that in mind, we have developed policies on staff travel, including the need to follow

advice provided by the UK Foreign and Commonwealth Office. In addition, we have ensured

that appropriate insurance is in place.

Human Resources

Our work depends on having high quality staffing resources available in both the PWYP

Secretariat and in our national coalitions. Limited resources will affect our ability to respond

to issues on a timely and effective basis.

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The trustees have commissioned an independent Human Resources Review to take place in

2016 in order to provide the basis for considering any necessary action.

Overdependence on one or more funding sources

PWYP is fortunate to have a limited number of core funders who support our work. But

overdependence on these sources could lead to cash flow challenges in the event that, for

whatever reason, their support is significantly reduced.

The trustees have adopted a strategy of diversifying PWYP’s funding sources and

information on income streams and amounts form key performance indicators for the senior

management team and board discussion.

Fraud or errors

As a hosted initiative of the Open Society Foundation, PWYP was in the fortunate position of

being able to rely on that foundation’s policies, procedures, financial system and staff to

detect fraud or errors. Now, as independent stand-alone organisation, we have had to develop

our own policies, procedures and financial system to maintain our records and detect and

prevent fraud or errors.

The board of trustees has reviewed and authorised comprehensive financial policies and

procedures in order to mitigate such risks. To reduce them further, the trustees have

commissioned an independent review to take place in 2016.

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GOVERNANCE AND MANAGEMENT Publish What You Pay (PWYP) is a company registered in England and limited by guarantee

(registration number 9533183). Its objects and powers are set out in its Memorandum and

Articles of Association. At the time of writing, PWYP was in the process of registering as a

charity in England and Wales (application number 5084719).

Governance Structure PWYP’s governance structure has been devised to ensure that the company is responsive to

the needs of its worldwide membership of Civil Society Organisations. The structure

comprises:

The PWYP Global Assembly, which is a three yearly meeting of PWYP member

organisations to discuss progress and achievements and to engage in strategy and

policy review.

The PWYP Global Council, whose members are drawn from regional

representatives from the national PWYP Coalitions and member organizations

with international reach. The principle role of the Global Council is to make

recommendations on strategy for consideration by the PWYP Board.

The PWYP Board of Trustees, which is responsible for setting PWYP’s strategic

direction as well as for overall governance of the organization and ensuring

compliance with its charitable objectives. One seat on the PWYP Board of

Trustees is reserved for a representative of the Global Council.

The board meets for one to two days a minimum of three times a year. As a new board, other

than forming an Executive Committee to provide support as required and guidance to

PWYP’s Executive Director, the board has not yet established a committee structure. This

has enabled the trustees to become familiar with all aspects of the organisation’s business. A

committee structure will be considered and a review of the board’s effectiveness will be

undertaken in 2016.

All Trustees give of their time freely and no Trustee remuneration was paid in the year.

Decision making processes and delegation of authority At the trimestral Trustees meetings, the Trustees agree the board strategy and areas of activity

for PWYP, including consideration of financial management, reserves and risk management

policies and performance. The day-to-day administration and financial planning and reporting

is delegated to the Executive Director.

Management structure The Executive Director oversees the work and performance of a decentralized team of 10.

The reporting lines are described in the following diagram.

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Methods adopted for the recruitment and appointments of new Trustees PWYP follows closely the guidelines of the Charity Commission and the Articles of

Association with regard to the appointment of any new Trustees. PWYP’s governance

manual provides for a minimum of 5 and a maximum of 7 Trustees. Of these, 3 are elected by

the PWYP Global Council, from a list of nominations made by PWYP members, 1 member

of the Global Council is selected by the Global Council and up to 3 are selected amongst

external stakeholders to ensure that all required governance skills are present on the Board.

The board maintains a skills matrix of its Trustees and new Trustees are chosen in

consultation with the full board to ensure that, collectively, they have the necessary skills and

experience to operate effectively. Trustees serve for a term of three years. At the end of this

period, they may be re-nominated for one further term of three years. After this, there must be

a break of at least two years before a former Trustee may be eligible for nomination again.

Policies and procedures for the induction and training of new Trustees All PWYP Trustees follow the guidelines set up by the Charity Commission on their website,

in particular the Commission’s guidance on “The Essential Trustee: What You Need to

Know” and “Charities and Public Benefit”. As a new board, all Trustees started their term at

the same time and PWYP has not had yet to carry formal induction for new Trustees.

However, the current Trustees are discussing ways to ensure that any future induction process

follow best practices and ensure that new Trustees build an understanding of the nature of

PWYP, establish relationships with the management team and main strategic partners.

Public Benefit

PWYP exists to help people and communities living in resource-rich countries where the

wealth generated from gas, oil and mineral resources does not automatically translate into

adequate standards of living or access to basic services. We therefore consider our “public”

to be citizens in resource rich countries who are currently not benefiting from the resources

that exist in their countries. There is no restriction on the benefits to any specific section of

the public.

The Trustees confirm that they have had due regard to public benefit guides PB1, PB2 and

PB3 in determining the activities undertaken by PWYP. The Trustees consider that PWYP’s

activities are demonstrably for the public benefit in that PWYP’s main activities focus on:

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Promotion of ethical standards of conduct and compliance with the law: by promoting

transparency and accountability in all aspects of the management of the natural resource

sector - including investment decisions and the use of revenues generated - PWYP brings

about positive change that will improve the lives of all citizens; but particularly communities

living close to extractive sites, who often only experience the negative impact of natural

resource extraction.

Promotion of sustainable development and relief of poverty: by promoting revenue-sharing

schemes by governments, PWYP encourages the allocation of funds derived from the

extraction of natural resources to affected communities but also the redistribution of revenues

to benefit citizens in other (non-extractive) regions throughout a country. At the local level,

this can translate into payment of annual dividends to communities affected by extractive

operations. At the national level, special development funds endowed with extractives

revenues can contribute to the budgets of local authorities, helping to redistribute revenues at

national level, and contributing to poverty eradication.

Advancement of education: accessibility of reader-friendly information related to the

extractive sector, and relevant training, will benefit all citizens of resource-rich countries, by

enabling them to hold governments and companies to account for the revenues generated by

the exploitation of natural resources.

Advancement of good citizenship and human rights: PWYP focuses on supporting and

representing the interests of some of the most marginalized populations, who are often

disproportionally affected by extractive projects and politically disenfranchised, such as

indigenous peoples in remote locations and women, with a view of supporting the long-term

sustainable development of these communities.

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Statement of Trustees’ Responsibilities The Trustees (who are also directors of the charitable company 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

which give a true and fair view of the state of affairs of the charitable company and of the

income and expenditure of the charitable company for that year. In preparing the 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 and make judgements

and 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 charity will continue in operation.

The Trustees are responsible for keeping proper accounting records which disclose with

reasonable accuracy at any time the financial position of the charity and which enable them to

ensure that the accounts comply with the Companies Act 2006. They are also responsible for

safeguarding the assets of the charity and hence for taking reasonable steps for the prevention

and detection of fraud and other irregularities.

In so far as the Trustees are aware, there is no relevant audit information of which the

charitable company’s auditor is unaware; and each Trustee has taken all steps that they ought

to have taken to make themselves aware of any relevant audit information and to establish

that the auditor is aware of that information.

The Report of the Trustees was approved by the Board of Trustees on 7th July 2016 and

signed on its behalf by:

Claire Spoors

Director and Trustee of Publish What You Pay

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LEGAL AND ADMINISTRATIVE INFORMATION (registration number 9533183) Trustees Carlo Merla1 – Chair

Alan Detheridge1 – Treasurer

Aroa de la Fuente

Ali Adrissa

Julie McCarthy1

Caroline Ngonze

Claire Spoors 1 Member of the Executive Committee

Company Secretary Jacqueline Williams

Management Marinke Van Riet, International Coordinator (stepped down in February 2016)

Elisa Peter, Executive Director (started in February 2016)

Flavia Olum, Interim Finance Manager (stepped down in June 2016)

Stephanie Rochford, Programme Manager

Registered Office CAN Mezzanine

7-14 Great Dover Street

London SE1 4YR

Tel: +44 20 3096 7716

Email: [email protected]

Independent Auditors Critchleys LLP

Greyfriars Court, Paradise Square

Oxford OX1 1BE

Solicitors Bates Wells Braithwaite

10 Queen Street Place

London EC4R 1BE

Bankers Barclays Bank PLC, Corporate Banking Oxford & Swindon

Wytham Court

11 West Way,

Oxford, OX2 0JB

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INDEPENDENT AUDITORS’ REPORT

TO THE MEMBERS OF PUBLISH WHAT YOU PAY


We have audited the financial statements of Publish What You Pay for the period ended 31

December 2015 which comprise the Statement of Financial Activities, the Balance Sheet, the

Statement of Cash Flows and the related notes. The financial reporting framework that has

been applied in their preparation is applicable law and United Kingdom Accounting Standards

(United Kingdom Generally Accepted Accounting Practice).

This report is made solely to the charitable company’s members, as a body, in accordance

with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so

that we might state to the company’s members those matters we are required to state to them

in an auditors’ 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.

Respective responsibilities of Trustees and auditors

As explained more fully in the Trustees’ Responsibilities Statement set out on page 15, the

Trustees (who are also the directors of the charitable company for the purposes of company

law) are responsible for the preparation of the accounts and for being satisfied that they give a

true and fair view.

Our responsibility is to audit and express an opinion on the accounts in accordance with

applicable law and International Standards on Auditing (UK and Ireland). Those standards

require us to comply with the Auditing Practices Board’s (APB’s) Ethical Standards for

Auditors.

Scope of the audit of the accounts

An audit involves obtaining evidence about the amounts and disclosures in the accounts

sufficient to give reasonable assurance that the accounts are free from material misstatement,

whether caused by fraud or error. This includes an assessment of: whether the accounting

policies are appropriate to the charitable company’s circumstances and have been consistently

applied and adequately disclosed; the reasonableness of significant accounting estimates made

by the trustees; and the overall presentation of the accounts. In addition, we read all the

financial and non-financial information in the Annual Report to identify material

inconsistencies with the audited accounts and to identify any information that is apparently

materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in

the course of performing the audit. If we become aware of any apparent material misstatements

or inconsistencies we consider the implications for our report.

Opinion on accounts

In our opinion the accounts:

give a true and fair view of the state of the charitable company’s affairs as at 31

December 2015 and of its income and expenditure for the period then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted

Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006

18

INDEPENDENT AUDITORS’ REPORT

TO THE MEMBERS OF PUBLISH WHAT YOU PAY


(Continued)

Opinion on other matter prescribed by the Companies Act 2006

In our opinion the information given in the Annual Report of the Trustees for the financial

period for which the accounts are prepared is consistent with the accounts.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies Act 2006

requires us to report to you if, in our opinion:

adequate accounting records have not been kept or returns adequate for our audit have

not been received from branches not visited by us; or

the accounts are not in agreement with the accounting records and returns; or

certain disclosures of trustees’ remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

……………………………………………………..

Colin Mills, Senior Statutory Auditor

for and on behalf of Critchleys LLP Oxford

Statutory Auditors

19

PUBLISH WHAT YOU PAY

STATEMENT OF FINANCIAL ACTIVITIES

(Including Income and Expenditure Account)


2015

Unrestricted

Funds

2015

Restricted

Funds

2015

Total

Funds

Note

£ £ £

Income and endowments from:

Donations and legacies

Grants 384,738 771,040 1,155,778

Charitable activities

To promote sustainable development and

poverty

alleviation

63,626 - 63,626

Other income 285 1,550 1,835

Total income 448,649 772,590 1,221,239

Expenditure on:

Raising funds - - -

Charitable activities


poverty alleviation

4 208,843 163,864 372,707

Total expenditure 208,843 163,864 372,707

Net income/(expenditure) 239,806 608,726 848,532

Transfers 10,11 199,132 (199,132) -

Net movement in funds 438,938 409,594 848,532

Total funds carried forward at 31 December

2015

10,11 438,938 409,594 848,532

All activities are continuing. There are no gains or losses other than those recognised through the statement of

financial activities.

2015 covers the period from Incorporation on 9 April 2015 to 31 December 2015.

20


(Registered Company No. 9533183)

BALANCE SHEET

AT 31 DECEMBER 2015

Note 2015

£

FIXED ASSETS

Tangible fixed assets 7 31,480

31,480

CURRENT ASSETS

Debtors 8 54,229

Cash at bank and in hand 990,153

1,044,382

CURRENT LIABILITIES:

Amounts falling due within one year 9 (227,330)

NET CURRENT ASSETS 817,052

TOTAL ASSETS LESS CURRENT LIABILITIES 848,532

NET ASSETS 848,532

FUNDS

Unrestricted funds 10 438,938

Restricted funds 11 409,594

848,532

Approved and authorised for issue by Directors on 7th July 2016 and signed on their behalf by:

...................................................

Claire Spoors (Director/Trustee)

The notes on pages 22 to 28 form part of these financial statements.

21


STATEMENT OF CASH FLOWS


2015

£

Cash flows from operating activities

Net cash provided by operating activities (below) 1,024,035

Cashflows from investing activities

Purchase of tangible fixed assets (33,882)

Change in cash and cash equivalents in the reporting period 990,153

Cash and cash equivalents at the end of the reporting period 990,153

Reconciliation of net incomes to net cashflow from operating activities

Net income for the reporting period 848,532

Adjustments for:

Depreciation 2,402

(increase) in debtors (54,229)

Increase in creditors 227,330

Net cash provided by operating activities: 1,024,035

22


NOTES TO THE ACCOUNTS


1 COMPANY INFORMATION

Publish What You Pay is a company limited by guarantee incorporated in the United Kingdom. Its

registered office address is 7-14 Great Dover Street, London, SE1 4YR. The charity is limited by

guarantee and does not have a share capital. Each member gives a guarantee to contribute a sum,

not exceeding £1, to the charity should it be wound up.

2 ACCOUNTING POLICIES

a) Basis of accounting

The accounts are prepared under the historical cost convention and in accordance with the Statement

of Recommended Practice ‘Accounting and Reporting by Charities’ (Charities SORP (FRS102))

(effective 1 January 2015), FRS102 and the Companies Act 2006. Publish What You Pay is a public

benefit entity. The Company, in its first period of operation, has chosen to present its income and

expenditure accounts as a “Statement of Financial Activities” as it is planning to apply for Charity

Commission registration and this format shows a fairer presentation of the company’s activities.

There are no material uncertainties about the charity’s ability to continue as a going concern.

b) Income

All income is included in the Statement of Financial Activities when the charity is legally entitled to

the income and the amount can be quantified with reasonable accuracy. If income is received in

advance where the donor has specified this must be spent in a future year this is carried forward as

deferred income.

Restricted income not expended in the year is carried forward within restricted fund balances (see

note 11)

c) Expenditure

Expenditure is accounted for on an accruals basis and gross of any related income. They are classified

under headings that aggregate all costs related to the category. Where costs cannot be directly

attributed to particular headings, they have been allocated to activities on a basis consistent with

use of the resources.

Costs of raising funds comprise the costs associated with income generation via fundraising.

Expenditure on charitable activities comprises direct charitable expenditure and support costs.

Where costs cannot be directly attributed, they have been allocated to activities on a basis

consistent with the use of resources.

Grants which the trustees have committed themselves to making are charged in the Statement of

Financial Activities in the year in which the commitment is made.

d) Depreciation

Depreciation of fixed assets is calculated to write off their cost or valuation less any residual value

over their estimated useful lives as follows:

Fixtures and fittings - 10% reducing balance

Computer equipment - 33.33% straight line

e) Leases and hire purchase contracts

Rentals paid under operating leases are charged to income as incurred.

23



FOR THE PERIOD ENDED 31 DECEMBER 2015 (continued)

f) Funds accounting

Unrestricted funds are available for use at the discretion of the trustees in furtherance of the general

objectives of the charity. Designated funds are unrestricted funds which the Trustees have set aside

for specific purposes. Restricted funds are funds which are to be used in accordance with specific

restrictions imposed by donors or which have been raised by the charity for particular purposes.

g) Foreign currencies

Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction.

Monetary assets and liabilities are retranslated at the rate of exchange ruling at the balance sheet

date. All differences are taken to the Statement of Financial Activities.

h) Pensions

Contributions to defined contribution pension schemes are recognised in the Statement of Financial

Activities in the period in which they become payable.

24




(continued)

3 NET INCOME/(EXPENDITURE)

2015

This is stated after charging: £

Auditor’s remuneration (audit) 7,000

Auditor’s remuneration – other assurance services 2,340

Depreciation of tangible fixed assets (note 6) 2,402

4 COSTS OF CHARITABLE ACTIVITIES


poverty alleviation

Total

2015

£ £

Grants payable Note 5 27,502 27,502

Costs directly allocated to activities

Workstreams 104,826 104,826

Staff costs 84,815 84,815

Travel and subsistence 8,787 8,787

Communications 9,536 9,536

207,964 207,964

Support costs allocated to activities

Staff costs 79,227 79,227

Recruitment 22,673 22,673

Office costs 56,130 56,130

Foreign exchange gain (48,580) (48,580)

Governance costs:

Meeting expenses

18,451 18,451

Audit 9,340 9,340

137,241 137,241

372,707 372,707

25




(continued)

5 GRANTS PAYABLE

Grants were paid during the year to the following institutions: 2015

£

Global Witness 9,588

Oxfam France 3,206

Partnership Africa Canada 12,779

Uniting Churches Australia 1,929

27,502

6 STAFF COSTS

2015

£

Staff costs

Wages and salaries 108,662

Social security costs 11,024

Pensions 10,257

129,943

During the 4 months ended 31 December 2015 the charity employed seven full-time members of staff.

No employees received emoluments exceeding £60,000 during the period.

Key management personnel remuneration in the period was £57,311 (including pension contributions)

No trustees received any remuneration.

During the period 6 Trustees were reimbursed travel expenses totalling £3,118.

7 TANGIBLE FIXED ASSETS

Computer

Equipment

Fixtures

& Fittings

Total

£ £ £

Cost

Additions 21,688 12,194 33,882

At 31 December 2015 21,688 12,194 33,882

Depreciation

Charge for year 2,022 380 2,402

At 31 December 2015 2,022 380 2,402

Net book value

At 31 December 2015 19,666 11,814 31,480

26




(continued)

8 DEBTORS

2015

£

Trade debtors 22,647

Other debtors 8,563

Prepayments and accrued income 23,019

54,229

9 CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2015

£

Trade creditors 33,007

Accruals 17,323

Deferred income 177,000

227,330

10 UNRESTRICTED FUNDS

Operational

reserve

General

funds

Total

£ £ £

Transfers 199,132 - 199,132

Income/(expenditure) for period retained - 239,806 239,806

At 31 December 2015 199,132 239,806 438,938

The purpose of the Operational Reserve for Publish What You Pay (PWYP) is to ensure the stability of the

mission, programs, employment, and ongoing operations of the organisation. The Operational Reserve

is intended to provide an internal source of funds for situations such as a sudden increase in expenses,

one-time unbudgeted expenses, unanticipated loss in funding, or uninsured losses. The Reserve may

also be used for one-time, nonrecurring expenses that will build long-term capacity, such as staff

development, research and development, or investment in infrastructure.

27




(continued)

11 RESTRICTED FUNDS

Opening

funds Income Expenditure Transfers Closing funds

£ £ £ £ £

Open Society Foundation - 288,127 (53,435) (199,132) 35,560

Cordaid - 81,519 (32,997) - 48,522

Ford Foundation - 140,414 (4,853) - 135,561

Omidyar - 262,530 (72,579) - 189,951

- 772,590 (163,864) (199,132) 409,594

Open Society Foundation: Grant to facilitate Publish What You Pay spin off costs from Open Society

Foundation

Cordaid: Grants to cover HR, travel plus action plan costs around strategy, consolidation, implementation,

advocacy, engagement in EITI, Strengthening the PWYP Network and Campaigners protection in Africa

and Latin America

Ford Foundation: Grant to strengthen civil society participation and mobilisation in Nigeria and Senegal

for transparency and accountability in the extractive industries sector

Omidyar: Grant to help facilitate the Mandatory Disclosures Campaign in Canada, UK, Australia, Canada,

Netherlands and France and a Grant for organisational development and advocacy for open policies to

implement existing laws by facilitating open data advocacy and strengthening PWYP to implement vision

20/20

28




(continued)

12 ANALYSIS OF NET ASSETS BY FUND

Restricted Unrestricted Total

£ £ £

Fixed assets - 31,480 31,480

Net current assets 409,594 407,458 817,052

409,594 438,938 848,532

13 RELATED PARTY TRANSACTIONS

There were no related party transactions in the period.

14 LEASE COMMITMENTS

The charity has a 3 month notice period on its premises so there is a minimum lease commitment of

£8,500. The rental charge in the period was £13,283.

publish what you pay...registered company no. 9533183 publish what you pay (a company limited by...

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