Altering Governing documents

If you represent an unincorporated charity, you may now change the ‘administrative powers and procedures’ – the parts of your governing document that concern the general running and administration of your charity – without the Charity Commission’s prior approval.

If your charity is a company, you can already make certain changes to your governing document without obtaining the Charity Commission’s prior approval.

Charitable companies wishing to change their governing document must follow the requirements set out in that document, and the requirements of the Companies Acts. However, they will need the Commission’s consent only for specific amendments that concern the essential character of the charity.

This updated power retains an important safeguard for charities that are unincorporated associations with a body of members distinct from the trustees. For these charities, the members of the charity must hold a meeting to approve a resolution of the trustees. At that meeting, the resolution must be approved by a two-thirds majority on a vote or by a decision taken without a vote and without any expression of dissent.

Trustees must also remember to keep the Charity Commission register entry for their charity up to date with any changes made to their governing documents under this power.

If you wish to make changes to your governing document, our Charity Team can discuss the necessary changes and whether you will need consent from the Charity Commission before executing them.