An open letter to Nicholas Serota, Chair of Arts Council England from artist Richard Parry about arts organisation V22

I received this letter from Richard Parry as a comment to my blog post entitled SHHH, BE QUIET! (Reflective prose about library closures, Arts Council England & middle-class asset stripping.)  Richard has been researching the arts organisation V22 for some time (as have I).  His letter which he has agreed to publish as a blog post here instead of a comment is the result of his research and relates to a number of Freedom of Information requests he has made to Arts Council England.

Dear Sir Nicholas Serota, Chair of Arts Council England

In 2013, V22 London Ltd. acquired a 125-year lease on former public building, Louise House, from Lewisham Council. In 2016, V22 London Ltd. sub-let this property to V22 Foundation for 123 years at an inflated rent. It appears Arts Council England funding underwrote and paid for this commercial, profit-driven transaction. Supporting V22’s Directors’ simultaneous interests in London property markets[1].

Arts Council England agreed funding of £315,000 on 19th February 2015. The offer was made to Kathleen Cranswick, as Director of V22 Foundation[2]. On 30th September 2015, an invoice was submitted to Arts Council England. For direct payment of £123,697.37 from this grant.[3] Of this, £100,000 is itemised as “Premium payable to V22 London Ltd.” alongside sums of £5,400 and £7,095.60 invoiced by V22 London Ltd. This document is signed by Kathleen Tara Cranswick – as Director of V22 London Ltd.

V22’s structure risks its CEO to personally profiting from public funding in 4 ways:

Payment as employee (via V22 Foundation Directorship)
Payment as employee (via V22 London Ltd. Directorship)
Profit from V22 London Ltd. revenue (enhanced value of parent company shareholdings)
Profit from V22 Plc (via any dividends /other payments accounted for offshore[4])
This account of V22’s activities is from V22’s report to Investors[5]:

The success of our property strategy is also reflected in the increase in net asset value. Our subsidiary V22 London Ltd. was delighted to enter into a 125-year lease on Louise House in Forest Hill, London, in May this year. . . V22 London sold a long lease on the rear of the building of this property to V22 Foundation. V22 Foundation raised significant grant funding from the Mayor of London and Arts Council England.

This account of V22’s activities is from the Financial Times[6]:

Year on year V22 Plc has grown net income from a loss of 40.38k to a gain of 893.44k primarily through revenue growth (822.31k to 1.24m). For while (sic) the costs associated with cost of goods, selling, general and administrative and debt all increased as a percentage of sales, the 51.36% growth in revenues contributed enough to still see net income improve.

This account of V22’s activities is from their Director’s Dealings announcement[7]:

Kathleen Cranswick, Executive Director of the Company. . . now holds 3,349,444 Ordinary Shares representing 10.70% of the issued ordinary share capital of the Company. In connection with the share purchase, Ms Cranswick also received 3,000,000 deferred A shares and 3,000,000 deferred B shares in the Company (the “Deferred Shares”). . . Ms Cranswick is now interested in 27.30% of the voting capital of the Company.

Clearly, V22 is not the V22 Foundation. And the V22 Foundation does not exist independently. V22’s CEO defines V22 as “3 complimentary companies[8]”. And V22 as, “the alternative name… (if any) for the V22 Foundation[9]”. In 2009[10], 2011[11], 2012[12] and 2016, V22’s CEO authorised payment for herself in company shares. Some in off-market transactions[13]. V22’s CEO personally loaned V22 £15,000, repayable at 7% interest[14]. Arts Council England granted V22’s London Ltd. subsidiary £5,000[15]. And V22’s Foundation subsidiary £405,000 from between 2011 - 2015[16]. So suggestions ACE funding was ‘ring fenced’ from V22’s ‘core running costs’ appear questionable.

Does Arts Council England, “supporting organisations to be more resilient by having the right buildings and equipment to deliver their work” now include paying / sponsoring private investors to Privatize Library services / properties across London[17]? Is Arts Council England able to recognise a breach of any funding agreement, or a funding agreement framework that isn’t fit for purpose? Is Arts Council England responsible for any misappropriation of public money that this case may represent?

[1] Companies House lists also lists V22 Director Tara Cranswick as Director of V220 Ltd (‘Management of real estate on a fee or contract basis’), In Ladywell Ltd. (‘letting and operating of own or leased real estate’) and African Agronomix (‘Mining and Quarrying’). V22 Director Bruce McRobie is listed as Director of V220 Ltd (‘management of real estate on a fee or contract basis’), Mornington Road (block H) Management Company Ltd. (‘property management’) and Shakey Isle Ltd (buying and selling of own real estate’)

[2] Offer of funding letter, dated 19 February 2015 (via FOI request) http://bit.ly/2uqORNg

[3] V22 Certified Invoice Summary, dated 30 September 2015 (via FOI request) http://bit.ly/2tqhIkq

[4] Company number 115477C – incorporated and Registered in the Isle of Man

[5] V22 Plc Group’s results for six-mionths to 30 June. 30th September 2016: http://bit.ly/2sGF3Bo

[6] Markets.ft.com: http://on.ft.com/2tRC35m

[7] V22 Directors Dealings announcenment. 24 February 2016: http://bit.ly/2uqq8bM

[8] Social Stock Exchange, V22 Impact Report, 2013: http://bit.ly/2sqxDxS

[9] Offer of funding letter, dated 10 September 2008 (via FOI request) http://bit.ly/2tJt3ih

[10] V22 Issue of Shares announcement, 31 July 2009: http://bit.ly/2tqIo4Q

[11] V22 Issue of Equity and Total Voting Rights announcement, 28 December, 2011: http://bit.ly/2thIIUT

[12] V22 Issue of Equity and Total Voting Rights announcement, 28 December, 2012: http://bit.ly/2tRCrRd

[13] V22 Directors Dealings announcement, 24 February 2016: http://bit.ly/2uqq8bM

[14] V22 Final Results announcement, 28th April 2015: http://bit.ly/2uLacQF

[15] Offer of Funding Letter, dated 10 September 2088 (via FOI request) http://bit.ly/2sGFlIu

[16] Re. FOI Request 1/12 email, dated 5 June 2017 (via FOI request): http://bit.ly/2sHzpPD

[17] The Bookseller, ‘concerns over Forest Hill Library plans to rent deskspace’, Natasha Onwuemezi: http://bit.ly/2toJtMw plus quoted hyperlink: http://bit.ly/2tQ6GHi

last paragraph, ACE reply:

"Although we are unable to enter into dialogue regarding the financial operations of
a third-party and cannot enter into further discussion, I’d like to thank you for
taking the time to contact us."

Kind regards,
Complaints Manager, Arts Council of England