Subsidiaries

The Institute has five subsidiary companies which carry out trading on its behalf. Together, the Institute and its subsidiary companies are referred to as ‘the Group’.

There are three main subsidiary companies:

  • IOP Publishing Ltd (commonly known as IOPP)
  • IOP Publishing Inc.
  • IOP Enterprises Ltd (commonly known as IOPE)

Two of these companies each have a ‘second-tier’ subsidiary company of their own:

  • IOP Business Publishing Inc. (a subsidiary of IOP Publishing Inc.)
  • IOP Educational Publishing Ltd (a subsidiary of IOP Publishing Ltd)

There is also a joint venture, 50% owned by IOP Publishing Ltd:

  • Tur-Pion Ltd

Trading subsidiaries are normally established by charities to generate income, to carry out activities which fall outside the charitable objects, and/or to avoid exposure to risks involved with trading. The Institute’s subsidiary companies donate any and all profits to the Institute and claim Gift Aid tax relief on these donations. In addition to providing the Institute with the majority of its income, IOPP’s publishing activities support the Institute’s scientific communications goal and its charitable objects.

The subsidiary companies are independent legal entities, distinct from the Institute. The Institute is protected from the liabilities of the subsidiary companies because of the subsidiaries’ limited liability status.

The three main subsidiary companies are directly owned and controlled by the Institute which is the sole shareholder. The two second-tier subsidiary companies are owned and de facto managed by the respective parent company, although the ultimate parent undertaking and controlling entity for both is the Institute.

Each of the five companies has a board of directors which manages the business. As the trustee body of the Institute (which is the sole shareholder) Council is responsible for the appointment and renewal of company directors on the three main company boards, which report to Council on a regular basis. For the second-tier companies, the respective parent company has this responsibility.

The Institute’s trustees have a duty to monitor the performance of the Institute’s subsidiary companies. However, trustees of the charity generally do not (and indeed cannot) interfere in the activities of subsidiary companies. In order to ensure that a subsidiary company is managed in the interests of the parent charity, and to monitor its performance, some of the trustees, in addition to any employees, of the charity are usually non-executive directors of the trading subsidiary. In the case of the Institute, the Honorary Secretary, Honorary Treasurer and the Chief Executive are non-executive directors of the three main subsidiary companies. The Group Finance Director is also a director on all the group companies. Their presence enables the Institute to be represented on the company boards. This dual role can, on occasion, create conflicts of interest which are carefully managed in a structured and transparent way.

To ensure clarity and appropriate governance, there are a number of agreements in place that define and describe the provision of inter-group services.

IOP PUBLISHING LTD

IOP Publishing Ltd is a wholly owned subsidiary of the Institute and has its registered office at Temple Circus in Bristol.

The principal activity of IOP Publishing Ltd is the publication and distribution of scientific journals and magazines.

The board is chaired by the Honorary Secretary and reports to Council after each board meeting, usually held three times each year.

IOP PUBLISHING INC.

IOP Publishing Inc. is a not-for-profit corporation of which the Institute is the sole corporate member. It is incorporated in the USA with its principal place of business at 150 South Independence Mall West, Suite 929, Philadelphia.

The principal activity of IOP Publishing Inc. is the sale and distribution of scientific journals and magazines. Its activities support the Institute’s scientific communications goal and its charitable objects.

The board is chaired by the Honorary Secretary and reports to Council after each board meeting, usually held once each year.

IOP ENTERPRISES LTD

IOP Enterprises Ltd is a wholly owned subsidiary of the Institute and has its registered office at the Institute’s headquarters in London.

The principal activity of IOP Enterprises Ltd is to promote the use of the events, catering and room hire facilities at the Institute’s headquarters when the facilities are not otherwise required, and to organise exhibitions, courses and conferences.

The board is chaired by the Honorary Treasurer and reports to Council after each board meeting, usually held three times each year.

IOP EDUCATIONAL PUBLISHING LTD

IOP Educational Publishing Ltd is a wholly owned subsidiary of IOP Publishing Limited and has its registered office at Temple Circus in Bristol. The ultimate parent undertaking and controlling entity is the Institute.

The sole director is the Group Finance Director. The company is currently dormant and is not trading.

IOP BUSINESS PUBLISHING INC.

IOP Business Publishing Inc. is a not-for-profit corporation wholly owned by IOP Publishing Inc. It is incorporated in the USA with its principal place of business at 150 South Independence Mall West, Suite 929, Philadelphia. The ultimate parent undertaking and controlling entity is the Institute.

The principal activity of IOP Business Publishing Inc. is to provide advertising sales services.

The board is chaired by the Chief Executive Officer of IOP Publishing Inc. and reports to the board of IOP Publishing Inc.

TUR-PION LTD

Tur-pion Ltd is not a group company, but differs from the rest of the group subsidiaries in that it is a joint venture company, 50% owned by IOP Publishing Ltd and 50% owned by Pion Ltd. Its registered office is at Temple Circus in Bristol.

The principal activity of Tur-pion Ltd is publishing English translations of leading Russian scientific journals.

IOP Publishing Ltd and Pion Ltd each appoint two directors to the board.