I 1® -7 S 4-3 S I MKv~ 60-1 I REGISTERED COMPANY NUMBER: 02151oo6 (ENGLAND AND WALES) REGISTERED CHARIT Y NUMBER: 1078435 I I Report of the Trustees and Financial Statements I For the Year ended 31 March 2009 1 for the 1 Institute of Welsh Affairs 1 I NO V I ~~~ ~ " ~~/'~, f• `~ I \ s' 7 2 ~ F r ?~~9 I ,`r I I I Mitchell Meredith I Chartered Accountants and Registered Auditors The Exchange Fiveways I Temple Street Idandrindod Wells Powys LDi 5HG I 1 I 1 I INSTITUTE OF WELSH AFFAIRS CONTENTS OF THE FINANCIAL STATEMENTS I FOR THE YEAR ENDED 31 MARCH 2oo9 I I I Page 1 Chairman's Report 1 Report of the Trustees 2 to 12 I Report of the Independent Auditors 13 to 14 1 Statement of Financial Activities 15 Balance Sheet 16 to 17 1 Notes- to the Financial Statements 18 to 23. I I I 1 I I I I 1 I 1 I I INSTITUTE OFAVELSH AFFAIRS CHAIRMAN'S REPORT I FOR THE YEAR ENDED 31 MARCH 2009 In 2008 we celebrated the 21st anniversary of the founding of the IWA. It was an occasion to celebrate the fact that I not only have we managed to survive as a voluntary organisation over that period, but that we are continuing to make a very active contribution to current debates in Wales and to the fostering of civil society. To mark this birthday we were very pleased that the Foreign Secretary, David Miliband MP, was able to address a I packed dinner, arranged jointly with Cardiff Business Club. It also provided an occasion to convey an important message about the relevance of the IWA to the business community. It was also a year that found us embarking I on a new period of development, made possible by generous three-year grants from the Waterloo Foundation and the Esmee Fairbairn Foundation, for which we are profoundly grateful. With this encouraging support we appointed for the first time a Deputy Chief Executive, Kirsb,:,- Davies, charged I with professionalising the marketing of the Institute, with a view to increasing our membership and income. This is already evident in the re-branding of all our print material, including the redesign of our journal,. Agenda. It will soon be followed by a total reconstruction of our website to encourage deeper and more consistent engagement 1 with our members, and a wider public. We will also be aiming to increase membership amongst women, and amongst private sector businesses in Wales.. To the latter end we have established a permanent study group on the economy and finance in Wales, and 2009 will 1 see the first fruits of its work.. We are also planning the launch of a new branch for Cardiff and the.Valleys that will extend the compass of our branch network to the capital and the central valleys of south Wales for the first time. We have also concluded a Memorandum of Understanding with Cardiff University that is aimed at growing our 1 collaboration with the university's Wales Governance centre and other departments. There have been several changes to our Board of Trustees. Sir Donald Walters, one of the founding trustees of the 1 IWA, retired during the year. The IWA owes him an immense debt of gratitude for his huge contribution to both the thinking and the governance of the institute. He has been a wonderful colleague, always wise and enthusiastic. We shall miss him and wish him well. I must also thank Gillian Bristow, who stood down from the board during the year. I Three new members were elected during the year: Sir Adrian Webb, former Vice Chancellor of the University of Glamorgan; Dr. Eurfyl ap Gwilyrn, Deputy Chairman of the Principality Building Society and Robert Jolliffe, I Chairman of the National Botanic Garden. I am delighted to welcome them to the board. I wish to thank all board colleagues and the chairs and secretaries of the branches for their support and commitment throughout the year. The rich programme of events and publications listed elsewhere in this document is testament to the extraordinary I productivity of our Chief Executive, John Osmond, and the small staff team. I am extremely gratefial to them all for the way in which they have contributed unstintingly to the work, as well as enduring the travails of our move to new 1 offices in Cathedral Road, Cardiff. Geraint Talfan Davies 1 Chairman 1 I 1 I I Page i I INSTITUTE OF WELSH AFFAIRS REPORT CIF THE TRUSTEES FOR THE YEAR ENDED 3:1 MARCH 2009 I '1-he trustees, who are also directors of the ch;urity for the purposes of the Companies Act 1985, present their report adt>.~te(l the with the financial statements of the charity for the year ended 31 March 2oocy. The trustees have I proNdsions of the Statement of Recommendedi Practice (SORP) 'Accounting and Reporting by Charities' 13sued in March 2005- REFERENCE AND ADMINISTRATIVE DETAILS I Registered Company number 02151006, (England and Wales) I Registered Charity number io78435 Registered office 1 znd Floor 4 Cathedral Road Cardiff lahl 1 9 1wI 1 Trustees Dr Eurfyl Ap Gwilym - appointed 24.3.09 1 Dr Denis Ralsom Dr Gillian Bristow - resigned 22.1.09 Guy Clarke Rhys David I Geraint Talfan Davies Chairman Peter 1)a~ries Susan Essex I Gerald &Ioltham Robert Humphreys Rob Jolliffe - appointed 24.3.09 Chris Jones I Ruth Mark-, Chris O'Malley Professor Teresa Rees I Wendy Sadler Professor John Tucker Sir Donald Walters Vice Chairman - resigned 24.6.08 Sir Adrian Webb - appointed 24.6.08 I Felicity Williams - resigned 24.6.08 Dr Ruth Williams Nonna Woodward Chief Executive Deputy Chief Executive John C)smond Krsty Davies 1 Company Secretary Clare Johnson Auditors 1 Mitchell Meredith Limited 341iigh Street Brecon Powys 1 L1);; 7AN Bankers I lianl; of Scotland Pie One, Kingsway CARDIFF ,F10 3PW 1 Page 2 I I I INSTITUTE OF WELSH AFFAIRS REPORT THE I OF TRUSTEES FOR THE YEAR ENDED 31 MARCH 2009 STRUCTURE, GOVERNANCE AND MANAGEMENT I Governing document The charity is controlled by its governing document, a deed of trust, and constitutes a limited company, limited by guarantee, as defined by the Companies Act 1985. I The Institute of Welsh Affairs (IWA) was incorporated: as a company on 22 July 1987. The present Articles of Association were adopted by Special Resolution passed on 21 January n98g. The Memorandum of Association was amended by Special Resolution on 20 June 1999 and the IWA was registered as a charity on 1 December 1999• I The Articles ofAssociation were further amended by a special resolution on 6 December 2006, following a review of corporate governance. The changes were designed to bring our governance arrangements into line with best practice, to reflect the recent introduction of new categories of membership and to limit length of service to ensure I regular refreshment of the Executive Board. The charitable company is limited by guarantee and does not have a share capital. Each member of the charitable 1 company undertakes to contribute such amount as may be required (not exceeding £r.oo). The company is registered as a charity under the Charities Act t96o and in the opinion of the directors is not liable to taxation. Recruitment and appointment ofnew trustees 1 The work of the charity is supervised by a board of directors elected by the members of the charitable company at the Annual General Meeting. Board membership is regularly reviewed by a Nominations Committee that is charged with bringing forward recommendations to ensure that, taken together, the knowledge, skills and experience of the 1 trustees fulfil the needs of the organisation. Induction and training of new trustees New trustees are inducted and trained by the continuing trustees of the charity and senior staff. All directors are I also trustees of the charity. Organisational structure The board meets quarterly and a small finance and general purposes committee meets in the preceding I month. The directors oversee all the activities of the IWA including the research programme. Related parties I The IWA works closely with the universities in Wales and other public authorities.- Where appropriate consultants are engaged to prepare reports. The IWA has also forged partnerships with public policy research institutes in England, Scotland, Ireland and I elsewhere in Europe. None of the above organisations is deemed to be related parties I Risk management The directors, who are also trustees of the IWA, conducted a review of the major risks to which the charity is exposed in 2005. It is the view of the board that there have been no material alterations in risks since that date. The I greatest risks facing the IWA are: - competition for research funding from other think tanks and academic departments. 1 dependence on a relatively small group of potential major funding organisations. It is proposed that, in order to mitigate such risks and to enable the IWA to flourish as a unique, independent, non- 1 aligned organisation serving Wales, it should aim to strengthen its position by: - keeping its research remit as broad as possible. - maintaining flexibility and diversity in its activities. - engaging in collaborative ventures with academic organisations and other bodies in Wales and beyond, thus I broadening its funding opportunities. - increasing its individual and corporate membership through active marketing. - offering a wider range of networking opportunities to the business and professional community. 1 - exercising strict control of overhead costs. I Page 3 I I INSTITUTE OF WELSH AFFAIRS REPORT OF THE TRUSTEES I FOR THE YEAR ]ENDED 31 MARCH 2009 OBJECTIVES AND ACTIVITIES Public Benefit I In preparing this report the Trustees have paid due regard to the Charity Commission's guidance, on the repoafiing of public benefit.