charity formation application pack: registration of a new church

Transcription

1 charity formation application pack: registration of a new church This application form is to be used if all of the following statements apply: our church has been in existence for less than 10 years; and our church does not own or rent any property on a formal or long-term lease; and our church has no existing governing documents (trust deed, constitution or church rules ) If these statements do not apply then this isn t the right application form for your needs. Please return to our website and choose the application form entitled Registration of an established church. If any of the following criteria apply to your ministry please contact us prior to completing the application form: has an especially tight timetable in forming a new charity (see below for the charity registration timeline for more details of normal time periods involved) expects to undertake work that is beyond advancing the Christian faith or relieving poverty or hardship. The reason for this is that certain types of charity work raise many more questions from the Charity Commission than others. If you will be undertaking wider activities then there will need to be discussion on what is involved, you will need to define the scope of the planned activity carefully to provide the Commission with the information they will require and there may be an additional cost to our service. The most common areas being considered by churches are: working for community development (including employment generating projects); and advancing education (e.g. schools). Stewardship, 1 Lamb s Passage, London EC1 8AB t: e: enquiries@stewardship.org.uk w: stewardship.org.uk

2 Introduction Stewardship offers a service assisting churches and Christian Fellowships in the formation and registration with the Charity Commission of charities. Such bodies have a basic obligation to register with the Commission once the annual income exceeds 5,000 unless specifically excepted under the Charities Acts. Churches within the following denominations are generally excepted from the requirement to register: The ethodist Church, Baptist and Congregational churches, Independent churches affiliated to the Fellowship of Independent Evangelical Churches (FIEC), The Presbyterian Church of Wales, The Church of England, The Church in Wales, The Religious Society of Friends (Quakers), The United Reformed Church. However, those with an annual income of over 100,000 are now required to register. The Charity Commission has significantly altered their requirements for registration and so the initial information required and their questions about that information are more detailed than in the past. This service is delivered in association with Anthony Collins Solicitors, a specialist firm of solicitors, which has extensive experience of working with churches and Christian charities. Features of our service 1. Advice on the most appropriate legal structure for the charity. This may take the form of a Trust or CIO. For larger, more complex charities, a charitable company limited by guarantee may be more appropriate. A further information sheet setting out the different advantages and disadvantages of trusts, CIO s and companies is available on our website or on request. 2. Preparation of the necessary legal document. This will be based on drafts which have been developed and refined over time and which will be acceptable to the Charity Commission. 3. Completion of the detailed Charity Commission application form. 4. Handling of all correspondence with the Commission up to registration. 5. The provision of detailed guidance notes on the legal and financial aspects relating to church/charity trusteeship, and other related Stewardship Briefing papers to help keep you on the straight and narrow! Standard charges We set a standard charge for each category and this charge applies in the vast majority of cases. We endeavour to work within the standard charge wherever we can. Our current standard charges, inclusive of VAT are as follows: Charitable Trust CIO Charitable Company limited by (Stewardship , Anthony Collins Solicitors ) 1, (Stewardship , Anthony Collins Solicitors ) 1,060.00

3 Guarantee (Stewardship , Anthony Collins Solicitors plus an additional Companies House fee) All payments are made payable to Stewardship ; initial payment inclusive of VAT. We will request the balance of the charge payable approaching the completion of the work. Extra charges We appreciate, and are sensitive to the fact that at the outset of a charity s existence extra costs can be difficult to meet. In unusual or complicated cases an extra charge may need to be made. Extra charges can arise in the following types of circumstances: Where meetings are required. We have assisted in the formation and registration of thousands of charities and it is only the exceptional case that requires meetings to achieve this. In nearly all instances telephone discussions are fully satisfactory. Detailed reviews of an existing charity s documents to establish, and address difficulties over the desired course of action. Assisting in transferring property from one charity to another. If you require this service, Anthony Collins Solicitors can provide an estimate based on the nature of the assets being transferred. Extensive re-drafting of the proposed governing document where there is a change from what the initial information indicated was required or where there are preferred styles of wording which do not materially affect the legal stance. (NB: There is no additional charge for the first re-draft that may be required except in the most unusual of circumstances). Unusually complex governance structures (e.g. weighted voting at membership level, unusual appointment of directors/trustees, three tier governance). Handling extensive enquiries raised by the Charity Commission, perhaps as a result of their review of the proposed charity s website or other material. Advice or amendments to documents after successfully completing the charity formation. In situations where any extra charge becomes likely, our approach is to discuss it with you to explain the issues, available alternatives and to give an estimate of the likely additional cost. Charges are not made without prior discussion of this nature. Refund Policy Should work not reach conclusion because the applicant no longer wishes to proceed, refund of fees may occur but this will be at Stewardship's discretion and will be subject to deduction for costs which have been incurred. Proof of Identification and address As with other legal and financial service providers, Anthony Collins Solicitors will require personal identification and proof of address from two of the proposed trustees. Since the requirements are governed by Law Society guidance they will request this from you themselves.

4 Charity Registration Timeline Trust/Company: Firstly: 8 to 10 weeks is the timescale for setting up the legal entity i.e. trust/company Secondly: 8 to 16 weeks is the timescale for registration with Charity Commission. CIO: For CIO s 16 to 24 weeks is the timescale for setting up and registering with Charity Commission. Timeline is based on the prospective trustees completing and returning all required information promptly. Every additional enquiry from the Commission adds about four weeks to the time required. Stewardship review of application Solicitor review of application Completed application arrives at Stewardship Application to our solicitor Client care letter sent by solicitor with ID requirements Client comments, and returns draft documents Draft documents sent to client Client returns documents required by solicitor Originals sent to Companies House Company number received Original documents sent for approval and signature Originals sent to solicitor Receive charity Number. NB: CC are expected to take 20 to 30 working days to provide initial response Application sent to Charity Commission

5 charity formation application pack: registration of a new church Please complete in BLOCK CAPITALS, using BLACK INK. Use the continuation sheet provided if more space is required. The information you provide on this form will be used to draft the Constitution/Declaration of Trust/Articles of Association and the Charity Commission application. Please ensure that this form is fully completed. If it is not, Stewardship will be required to contact you for further details and this may delay charity formation at the Charity Commission/Companies House. A. Church details When providing your name: please check first with the Charity Commission ( and Companies House that your preferred name is not already used. They will refuse to register you if your name is the same as or too similar to an existing charity. If in doubt, please contact Stewardship for advice. Full name of church: Any working name you use or wish to use: Correspondent name: Title: r/rs/iss: Date of Birth: D D Capacity (e.g. trustee): Correspondence address (for the purpose of the charity formation - where relevant, church address): Does the above refer to an office or home address: Office Home Organisation address (if different from correspondence address. This address will appear on the charity commission public register of charities. PO Box addresses are not acceptable unless there are special circumstances): Daytime telephone: Alternative telephone: Fax: Church website*: *Please be aware it is likely the Commission will check your website and other published material as part of their review of your application. Therefore it is important the application is consistent with your website, other published material and genuine intentions on all aspects. The application is likely to be delayed or even potentially refused if your website: a. Refers to activities not on the application form. b. Is completely out of date. c. Is not clear what the church is doing possibly because of significant use of Christian jargon, aspirations that aren t mirrored in actuality and phrases such as networking, partnerships with local businesses, community projects (but not specified) and similar which could refer to actions which aren t within charity law. Date started (this may be approximate): Approximate number of members: Location or locations where based or where main activities carried out (please include relevant district/london Borough). This should include the location where your Sunday meeting(s) is held (the Commission commonly request this information): If you will be working overseas, please provide details of the countries where you are, or will be operating in the foreseeable future. In this case operating does not mean simply making gifts or grants but actual work being undertaken by your church. ou will also need to complete an additional set of questions to provide the Commission with information they will require, found on our website at stewardship.org.uk/workingoverseas COUNTR Please confirm that you have completed the additional sheet for charities working internationally :

6 B. Details of trustees Trustees are individuals who hold legal powers and responsibilities to run the church s affairs, most notably the financial affairs. Selecting trustees of a church is therefore a very important process. It is sensible for the existing church leaders to be the trustees wherever possible. Trustees are not required to hold professional qualifications, but ought to be actively involved in the affairs of the church, and able to give sufficient time to attend regular meetings. Other requirements/restrictions include: restrictions are placed on trustees benefiting financially from the charity (please see Section C of this form); there must be at least three trustees to register a charity; a charity should avoid family members in the majority; the majority of trustees registered to a UK charity must normally reside in the UK (i.e. they must spend at least six months of the year in the UK). Please provide us with the names of the intended trustees (please provide middle names where relevant) This information is required to register the organisation with charity and company regulators and needs to be completed in full. 1. DETAILS OF TRUSTEE Full name: Home address: Any previous names: Date of birth: D D Telephone: Chair of this charity? Trustee of another charity? Business occupation: Nationality: 2. DETAILS OF TRUSTEE Full name: Home address: Any previous names: Date of birth: D D Telephone: Chair of this charity? Trustee of another charity? Business occupation: Nationality: 3. DETAILS OF TRUSTEE Full name: Home address: Any previous names: Date of birth: D D Telephone: Chair of this charity? Trustee of another charity? Business occupation: Nationality: 4. DETAILS OF TRUSTEE Full name: Home address: Any previous names: Date of birth: D D Telephone: Chair of this charity? Trustee of another charity? Business occupation: Nationality: 5. DETAILS OF TRUSTEE Full name: Home address: Any previous names: Date of birth: D D Telephone: Chair of this charity? Trustee of another charity? Business occupation: Nationality: If continuation sheet necessary, please tick to confirm you have enclosed with form

7 C. Trustee remuneration or other benefits The normal rule for charities is that trustees should not receive payment for their services, nor otherwise benefit from the charity (this does not prevent reimbursement for actual expenses incurred on behalf of the charity). The rule exists to avoid potential conflict between trustee s personal interests and the wider interests of the charity. However, it is possible to include power to pay trustees (with certain limitations, principally that the number of paid trustees should be in the minority) to cover some ministry leader positions in organisations. If you think you may need this power in the future, please declare it now. It is harder to request that the Charity Commission allows it by later amendment. NB: The Charity Commission will not normally register a charity when it wants to pay a majority of its trustees or close relatives of trustees. The restrictions on benefit also extend to the spouse or close relative of a trustee. So if the wife or husband of one of the trustees receives payment for some work done, this is classed as a benefit to the trustee. We would like the power to pay trustees: * *(ES is recommended as it is likely to be difficult to change this with the Charity Commission at a later date) Is the requirement likely to be used in the near future: If ES please provide the following information: NAE OF TRUSTEE(S) RECEIVING SALAR OR OTHER BENEFITS: The nature and amount of the pay/benefits. Please also stipulate how the award of benefit will help the church meet its purpose. (If these items have not yet been determined, please put an indication of the likely bands of income and approach to setting the level of payment that is likely). If the salary or benefits will be less in the start-up phase then increasing, please provide this figure, rather than a projected longer-term estimate: In addition to your answer above, will any of the following individuals benefit in any way (including occupying any property owned or rented by the charity or renting/selling to the charity any property they own) directly or indirectly from the organisation: (i) trustees; (ii) others involved in managing the organisation; (iii) a relative or business associate of (i) or (ii)? If so, please provide details:

8 D. Income, funding and financial arrangements The Charity Commission have set a minimum financial threshold of 5,000 income per annum to register a charity, unless it is a CIO. If you wish to establish a charitable trust or charitable limited company, you will need to provide a copy of a bank statement showing that at least 5,000 is deposited or copies of your annual accounts showing evidence of gross annual income. For organisations that are unable to provide any of the above, a letter of pledge signed by a supporter(s) used to be satisfactory, but the only other indication of income that is now acceptable is a formal offer of funding from a recognised funding body. (See Section G of this form: What you need to include with this application ). D(1). Financial ear Every charity needs to work to a financial year and the trustees can decide for themselves when this should run to. Common year ends are the 31st December, 31st arch, 30th June, but it is entirely up to you which would suit you best. If you are forming a company, Companies House will set your year end one year from the registration date. ou can change this if you wish after registration. What is, or will be your financial year end: ONTH DATE (e.g. December 31) D(2). Income Total income for last year: If new, what is your estimated income per annum:, and please give details of any income already received: We have received: since (date): and this has come from (e.g. gifts from members): D(3). Funding and fundraising How do you intend to raise funds in the future? Do you intend to make use of a professional fundraiser? If ES, please note that you will need a written agreement with the fundraiser which meets minimum standard requirements. The Charity Commission may request to see this document.

9 E. Charitable purpose and activities E(1). Church meetings The Charity Commission need to know what the church will practically be doing, who these activities are intended to impact and whether there are any significant charges to people involved. Whilst it may be thought that what churches do is obvious this now needs to be explicitly detailed as part of the Charity Commission application process. We will include an object to advance the Christian faith and to enable the Church to carry out any other charitable purpose which is connected with the work of the Church. This will include the relief of need, hardship and sickness; the advancement of Christian education; the provision of community facilities, so long as they are all regarded as being connected with the main work of the Church. ost churches have a combination of meetings intended to reach out to the wider community; Christians and non-christians (normally main Sunday meetings), and then those that are intended to be primarily for the spiritual development of the members of the church (e.g. small midweek meetings), plus some prayer meetings. All of these will normally involve some combination of worship, Christian teaching/evangelism and prayer with the Sunday meetings also possibly involving children s work/sunday school. They will be without any charge (although there may well be a freewill offering or collection during the meeting) and the Sunday meetings will be open to any member of the public who wants to attend. The smaller midweek meetings may be open to all or may be for those in or connected with the church who are invited. There will normally also be some evangelistic meetings for non-christians. The questions below on the meetings are intended to obtain details of those and (very importantly) if there are important differences from that norm (e.g. the Sunday meetings are not open to the general public or there are charges made to attend). They will all be local to where the church is based. The second section is to detail the activities which are less common to all churches. There may well be youth groups open only to church members but may also be open to the wider community. There may well be some community focussed activities such as work with the elderly, a foodbank or healing on the streets. There will be giving to support mission/church development work and relief of the poor. There may well be overseas mission trips. If the nature of a particular activity is not obvious from its title please give an explanation of what the activity involves. If one of the church s main activities is formal, organised grant-making, please contact us. Please use a continuation section if necessary and/or attach additional information to this application form: EETING TPE HOW OFTEN? OPEN TO ALL CHARGE TO ENTER? ain services of public worship Small midweek groups please provide details of these groups: Weekly onthly Other Weekly onthly Other All? Invitation Prayer meetings Evangelistic meetings please provide details of these meetings: Weekly onthly Other Weekly onthly Other Invitation All? If any of these meetings are restricted as to who can attend or have a charge to attend please give details of the restrictions and charges:

10 E(2). Other activities The second section is to detail the activities which are less common to all churches. There may well be youth groups open only to church members but may also be open to the wider community. There may well be some community focussed activities such as work with the elderly, a foodbank or healing on the streets. There will be giving to support mission/church development work and relief of the poor. There may well be overseas mission trips. The Commission now require charities to explain how the trustees decide who to help and what criteria is used. For most churches they will support causes known personally to the trustees or to members of the church all of which are within the church s charitable purposes and we will put this in the application to the Commission, but if your situation is different from that, please explain how the trustees do make those decisions. If the nature of a particular activity and exactly who benefits is not obvious please give detailed explanation of what the activity involves, who will benefit and what charges apply (if any). Please do not include activities which are only aspirations as to what you might do but are not planned for the foreseeable future. Example: the church supports mission work in India by giving, runs a local youth group for its own community, runs a toddler group and runs a food bank. ACTIVIT & AI(S) IPACTING WHO? Gifts to Indian missions to advance the Christian faith amongst those in the Andra Pradesh region. Local missionaries so that they can be effective in their evangelistic activities which will include distributing Bibles, preaching the gospel etc. India AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE)? If ES, THE PRIAR REASON TO CHARGE x (other than nominal fees to cover costs) ACTIVIT & AI(S) outh groups (weekly) including Christian teaching and activities. IPACTING WHO? Local young people Leicester AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE (Other than to cover costs)? If ES, THE PRIAR REASON TO CHARGE x (other than nominal fees to cover costs) ACTIVIT & AI(S) IPACTING WHO? Toddler group: the aim is to provide lost cost help, friendship and access to church evangelistic material for local parents run by church trained volunteers with children s parents/guardians always present. Local parents who need help and friendship. There are no limitations on who can use the service subject to normal risk assessment issues. Leicester AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE (Other than to cover costs)? If ES, THE PRIAR REASON TO CHARGE x (other than nominal fees to cover costs) ACTIVIT & AI(S) IPACTING WHO? Food bank: undertaken in line with general Trussell Trust guidelines, with trained volunteer manager and Trustee risk assessments. Local people who are poor or in hardship who have been referred to the Food Bank by local social services, medical centres and other health or government agencies. Leicester AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE (Other than to cover costs)? If ES, THE PRIAR REASON TO CHARGE x (other than nominal fees to cover costs)

11 Please complete: ACTIVIT IPACTING WHO? AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE (Other than to cover costs)? If ES, THE PRIAR REASON TO CHARGE ACTIVIT (other than nominal fees to cover costs) IPACTING WHO? AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE (Other than to cover costs)? If ES, THE PRIAR REASON TO CHARGE ACTIVIT (other than nominal fees to cover costs) IPACTING WHO? AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE (Other than to cover costs)? If ES, THE PRIAR REASON TO CHARGE ACTIVIT (other than nominal fees to cover costs) IPACTING WHO? AN CHARGE ADE TO THE BENEFICIAR OF THE SERVICE (Other than to cover costs)? If ES, THE PRIAR REASON TO CHARGE (other than nominal fees to cover costs)

12 F. General matters F(1). Statement of Faith any churches wish to include a Statement of Faith in the governing document and require trustees to adhere to this. There are exemptions in the Equality Act 2010 which are designed to prevent religious charities from being asked to compromise their understanding of the doctrine of their faith (for example, in respect of Christian belief or the sanctity of heterosexual marriage). Also, in some circumstances a doctrinal statement can be helpful in establishing the charity s position where, for example, requests may be made for use of a church property from groups which promote other beliefs or lifestyles. We often include the Evangelical Alliance Statement of Faith ( but your own preferred statement could be used. Do you wish to include a Statement of Faith? If ES, will the EA Statement be acceptable? Do you wish your Statement of Faith to include a statement on the sanctity of heterosexual marriage? *Please ensure that you provide Stewardship with the preferred statement in an editable format (e.g. icrosoft Word document). F(1)a. Leader led churches If NO: Preferred statement enclosed* Do you wish to include a clause stating that the spiritual direction of the church is to be set by its spiritual leaders and that the trustees are responsible for the outworking of that direction? Please tick the appropriate box: The trustees will have the power to appoint and remove trustees (NB: Spiritual leaders can be trustees); or The spiritual leadership, and not the trustees, will have the power to appoint and remove trustees F(2). Legal Structure We normally establish churches as CIOs. There is the option of a charitable Trust which is simpler but, as a general rule, trustees of CIOs and charitable companies have the benefit of limited liability e.g. they are better protected against potential claims from others, e.g. for injuries, breach of contract, or unfair dismissal. A charitable trust is not appropriate where the church has a formal membership structure with voting rights. Whatever the structure, trustees can be held personally liable for acting outside their powers or without reasonable care, causing a loss to the charity. The structure of a charitable company limited by guarantee may be appropriate for larger, more complex churches but will need to comply with company law as well as charity law. If you would like more information on the differences, some further notes are available on our website. Please tick the appropriate box: Trust under a Trust Deed Charitable Company limited by guarantee (Please now complete section F3 of this form)* Charitable Incorporated Organisation (CIO)* (Please now complete section F3 of this form)* *CIOs and charitable companies have charity trustees/directors (the trustees) and members. The trustees have responsibility for the day to day running of the charity. The members have overall responsibility for the charity (e.g. the members have the power to dissolve the charity and the power to amend the charity s governing document). We normally make the charity trustees/directors and the members the same people for simplicity. If you think you may prefer another structure, please discuss with us. F(3). CIO or Charitable Company required Please select option for tenure of office of trustee/directors: Indefinite (i.e. until resignation or removal) All retiring and offering for re-election every year(s) (please specify frequency) Retiring by rotation (one third retiring each year over a three year cycle) Should the chairman have a casting vote? Is there a need for an organisation(s) to be a member of the company or CIO? (This will be relevant If the company/cio is to have a membership which is wider than just the trustees and it is envisaged that the wider membership might include organisations as well as individuals).

13 F(4). Property Use How does the church occupy its building: A. Lease B. Licence C. Hiring agreement D. Informal use of community hall If ES, please provide details of the owner: E. Private house If ES, please provide details of the arrangement in box below. F. Other (please specify): If there is no formal agreement in place between the owner of the building and the church, the Charity Commission may raise a question in this regard. If there is a formal agreement in place please provide a copy. If ES to E above: Is the homeowner a trustee of the church or closely related to a trustee? Is access to the property available to members of the public? If ES, please explain the means by which the public will know that there is a meeting which they can attend: Is any charge payable by the church to the homeowner for the use of their home? If ES, please provide details: F(5). Detriment/harm and Safeguarding Policies Our solicitors will assume that the trustees do not consider any harm or detriment will arise from the activities of the charity and that the charity has sufficient policies in place which deal with safeguarding children and vulnerable people (if relevant), risk assessment, and suitable training for volunteers and employees where risks are higher. However, should the trustees consider harm or detriment may arise to members of the public as a result of the charity s purposes, please explain in a separate covering letter what the risk/detriment is and how the trustees will protect the general public from that risk or detriment. Please confirm that the trustees do not consider harm or detriment will arise from the activities of the charity: If you work with children and under 18s and/or vulnerable adults, the Charity Commission will require (i) that you have a suitable Safeguarding Policy and (ii) that every trustee has a DBS (standard) disclosure certificate dated within three years from the date of application. It is best practice for employees and volunteers to also have a DBS check. Do you work with children? Do you work with vulnerable adults? (Those with physical, learning or sensory disabilities, dementia or mental health problems.) If ES: Do you have a policy? If ES, please enclose a copy with this questionnaire. If you do not already have a policy you will need to start the process of putting one in place. If you need assistance, we recommend that you use the services of the Churches Child Protection Advisory Service (w: e: info@ccpas.co.uk; t: ). Do you make Disclosure and Barring Service checks for: Trustees Employees Volunteers

14 G. What you need to include with this application Please tick the box in each applicable case to indicate items you are enclosing: A list of regular meetings and activities Copies of any promotional literature and list of activities Copy of any preferred Statement of Faith. (Please also in an editable format a copy to enquiries@stewardship.org.uk and mark it charity formation ). Copy of your Safeguarding Policy (If you do not currently have a written policy you will need to set one up before we can register with the Charity Commission). Cheque for initial application fee made payable to Stewardship for ( VAT). A receipted invoice will be sent to you. The second part of the fee will be payable before the end of the process along with any extra costs agreed with Anthony Collins Solicitors. Bank account details. (The Charity Commission requires your bank account details. If you do not currently have a bank account you will need to set one up before we can register with the Charity Commission. If you experience difficulties in this regard please explain to our solicitors as soon as possible in the registration process). If applying for a charitable trust or charitable limited company (but not a CIO) please also tick if you are enclosing: Copy annual statements of account for up to last (please circle): 3 years 2 years 1 year (Or if not available please provide other information as indicated in Section D of this form). Bank statement showing 5, or more. Anthony Collins Solicitors will request identification and proof of address from you. Unfortunately they will be unable to progress the matter until received. H. Confirmation and declaration Depending on the responses given in this application form, we or the solicitors may need to request further information from you. It is important that you provide complete, relevant and accurate information in this form as far as possible. I hereby declare that the information given in this form is true to the best of my knowledge and I submit this application on behalf of the church/organisation named above: y signature: Printed name: Date: Capacity: Address: Daytime telephone: How did you hear about Stewardship s services? I. Data protection 1. We will share some of the details you provide to us with trusted external agencies, but will only do so where necessary and for the purpose of the creation and formation of your charity. 2. We will not share your details with anyone else unless legally obliged to do so. 3. From time to time, we may contact you about other relevant Stewardship services that we think may be of interest to you. Please tick here if you do not wish to receive these communications 4. Anthony Collins Solicitors will request identification information from you. Please expect this. Once complete, please return to: Stewardship, 1 Lamb s Passage, London EC1 8AB. For further information or assistance, please contact us on or enquiries@stewardship.org.uk.

15 J. Continuation sheet Continued from: Detail: