Charity Commission Guidance

The Charity Commission has updated its guidance relating to the pandemic.

You can read the guidance in full on the gov.uk website.  

There is updated guidance regarding meetings (both trustees meetings and AGMs), which reads as follows:

Meetings

As restrictions ease it will be possible for charities to gradually move back to face-to-face meetings and hold any outstanding AGMs or other meetings. However, coronavirus continues to have an impact on charity events and trustees may still need to consider how and if they can hold meetings.

Holding meetings online or by telephone

Trustees should check if their charity’s governing document allows them to hold meetings online, by telephone or on a hybrid basis (with some people meeting face to face and others joining virtually).

If your governing document does not allow online telephone or hybrid meetings you should consider if you can use any power in your governing document to amend the rules to allow the meeting. You should update the governing document and approve any previous decisions as soon as possible.

See further, more detailed, guidance on alterations to governing documents for unincorporated charities and charitable companies and governing document guidance for CIOs.

If this is not possible see the section below on what to do if you can’t make changes to the charity’s rules on meetings.

The Chartered Governance Institute has produced guidance for companies on good practice for virtual board and committee meetings. Charities which are not companies may also find this guidance useful as similar principles apply.

Postponing or cancelling AGMs or other meetings

For some charities trustees may consider that holding a virtual or hybrid AGM or other required meeting is not a viable solution. It may also not be possible for them to move immediately back to face-to-face meetings. In these circumstances trustees may consider they have no choice but to cancel or postpone.

If you do consider such a decision is necessary, you should follow any rules in your charity’s governing document that allow for postponement or cancellation.

If your governing document does not allow you to postpone or cancel meetings you should use any power in your governing document to amend the rules to ensure you can hold meetings in a valid format. You should update the governing document and approve any previous decisions as soon as possible.

See further, more detailed, guidance on alterations to governing documents for unincorporated charities and charitable companies and governing document guidance for CIOs.

If this is not possible see the section on what to do if you can’t make changes to the charity’s rules on meetings.

What to do if you can’t make changes to your charity’s rules on meetings

Trustees should regularly consider the wider risks and implications of holding meetings remotely or postponing or cancelling meetings if this is not allowed by the charity’s rules.

If trustees plan to do something that is not in accordance with the rules in the charity’s governing document, we may be able to give advice or authorise the trustees’ actions. You should contact us about your plans as soon as you reasonably can.

Since the start of the pandemic, we have generally been understanding and taken a proportionate approach if trustees have decided to hold meetings on a remote or hybrid basis or postpone or cancel a required meeting where:

• there are no rules allowing this in your governing document
• the circumstances meant the trustees could not reasonably make prior changes to the governing document to allow this
• the trustees can show that they have considered all relevant factors and possible alternatives (such as, if postponing or cancelling, holding the meeting on a remote or hybrid basis)
• the trustees follow all the other rules on meeting governance

We will continue to take this approach in the short term as restrictions are lifted, provided that trustees can show their decision is in the best interests of the charity having taken all the circumstances into account. However, others affected by those decisions may take a different approach, so you should take advice and fully understand the implications of any decisions you make.

It is important for the good governance of your charity that you record your decision and the reasons for it. You should be able to explain your decision making if you are asked about it in the future. This is particularly important if it is not possible to hold your AGM which may make it difficult for you to finalise your annual reports and accounts.