Background

The May 2019 meeting of the UKLA Executive Committee (EC), whose 20 members are also the 20 UKLA trustees, included an item about charity governance training led by Geoffrey Hand, a former solicitor, now an independent consultant. He summarised the important role that trustees play within a charity like UKLA and the responsibilities and liabilities they have. He was very complimentary about the levels of management and financial control that he had noted within UKLA. 

However, he also suggested EC might wish to consider UKLA moving away from being an Unincorporated Charitable Association (UCA)to become a Charitable Incorporated Organisation(CIO). The reason for changing UKLA’s legal form in this way would be to limit trustees’ and members’ exposure to liabilities and make entering into contracts and agreements (such as employment contracts and leases) simpler. 

Executive Committee meeting 28.05.20

The current Executive Committee (2019-2020) has agreed to take up this advice. We have therefore been working with Julian Lomas of Almond Tree Strategic Consulting to prepare a UKLA application which will enable the Charity Commission to make an informed decision about UKLA’s request to register as a CIO. For the names of the current UKLA trustees, see UKLA Executive Committee.

UKLA’s proposal

The UKLA application to become a CIO is based on information already available for anyone to read on the UKLA website. For instance, there is a very good summary of UKLA activity in the UKLA Impact Report 2019, but the rest of the UKLA website is a rich source of information as well.

Other key information related to UKLA’s proposal can be found in the Members’ section of the website. (To access the Members’ section of the website, click on ‘Log In’ in the top right-hand corner of the home page and then use your login and password). Click here and on that page you will find three key pieces of relevant paperwork:

(i) UKLA Incorporation board paper [v3]

(ii) UKLA Draft Constitution [vs6]

(iii) UKLA Draft Transfer Deed [vs4]

(i) The UKLA Incorporation board paper 

The UKLA Incorporation board paper includes some key outline details of the proposal that UKLA transfer to become a CIO which the UKLA Executive Committee agreed at their meeting on 28 May 2020. 

(ii) The UKLA Draft Constitution

The Draft Constitution has been drawn up using a Charity Commission-approved template to make it as acceptable as possible. It has been cross-checked against the existing UKLA Constitution. As you will see, the two are very similar, although the Draft Constitution also includes some useful additions such as procedures for running online meetings.

(iii) The UKLA Draft Transfer Deed

The proposed transfers should mostly be straightforward, although some may take a little longer than others to see through. 

UKLA Members’ Voting on the CIO proposal

UKLA trustees agreed at the meeting of EC on 28.05.20 to put resolutions to the next Annual General Meeting of the Association by way of seeking authorisation for the incorporation of the Association as a Charitable Incorporated Organisation.

UKLA members are entitled to vote on these resolutions. This year, due to the postponement of the 2020 International Conference, the AGM will not be held face-to-face. Instead, it will be held online on Tuesday 29 September at 19.30 pm

Voting will also take place online (apart from the few UKLA members who require a postal vote – see below). Access to the online poll will be from Wednesday 2September 2020 until midnight on Tuesday 29 September 2020.Instructions about how to vote will be sent to members electronically.

The resolutions

The resolutions can be found on the AGM agenda which UKLA members can access in the Members’ section of the UKLA website.

Gabrielle Cliff Hodges

UKLA Honorary Secretary