The Charity Commission has this month updated its COVID-19 guidance in regard to “AGMs and other meetings: postponing or cancelling meetings”.
The guidance states that “trustees need to check if their charity’s governing document allows them to hold meetings online or by telephone. Where it does not, an alternative may be to amend it to allow meetings to be held in this way.”
Previously CIOs and charitable companies which did not have a provision within their governing document to allow for meetings to be held online or by telephone were able to rely upon the Corporate Insolvency and Governance Act 2020. However, this flexibility ended on 30 March 2021 (it had been hoped that this would be further extended and we had reported previously on a further extension, so please note this will not be the case).
We therefore advise those charities who do not currently have a clause within their governing document which enables them to meet virtually or to use telephone facilities, urgently to prioritise making amendments to facilitate the necessary changes.
To provide some reassurance on this matter, the Commission has stated that “if there is no such clause in the governing document and you decide to hold meetings over the phone or using digital solutions, we will understand but you should record this decision and that you have done this to demonstrate good governance of your charity.” It is not known for how long the Commission will abide by this and we would not encourage charities to rely on this for very long.
If you would like to seek advice on updating your governing document, please contact a member our team here.