Setting Up and Constitutions
The first step when planning to set up a new charity is to check that it is necessary and appropriate to set up a charity, that what you intend to set up will in law amount to a charity, and how to set up a charity. It is essential to clarify all of this at the outset. On this topic, we recommend that you read the first three Guidance Notes below.
The next step is to choose a suitable legal structure and adopt an appropriate form of constitution for your new charity. There are a range of constitution document templates below that are appropriate to the various types of legal structure that can be used when forming a new charity.
The different legal structures which a charity can adopt are as follows: company limited by guarantee, unincorporated association, charitable trust, or charitable incorporated organisation (CIO). The choice of structure and template to be used will depend on a number of factors. The descriptions accompanying each document consider some of those factors and they also outline for founders of a new charity how they might decide which type of legal structure to adopt, and which template might be most appropriate.
The type of legal structure chosen by founders of a new charity will to some extent dictate which of the various legal requirements (under charity, trust, and/or or company law) will apply to the new organisation.
The Guidance Note: Charitable Incorporated Organisations below explains how a charity should decide whether to establish as a CIO or as some other type of charitable entity, and where they do decide to establish as a CIO, which type of CIO constitution will be suitable for its needs.
There is a form of constitution (Memorandum and Articles of Association) for a charitable company, a form for a charitable trust, two forms for an unincorporated association, and four forms for a CIO.
Two of the CIO constitutions are the model forms that the Charity Commission publishes, and two are versions which are those same model versions but with amendments that we have made to make them more suitable for small and medium sized charities. Each of those two amended versions are included as “clean” copies and, for ease of use, also with marked changes to show how they differ from the Charity Commission model versions. The Commission’s own model forms are comprehensive, and they meet the needs of large and/or complex charities. However, they are lengthy and complex, and they include a number of optional and other clauses which may be unnecessary for small and medium sized charities organised and run in a relatively simple way. Our amended versions, whilst based on the Commission’s forms, are shorter, more streamlined, omit optional clauses and will be better suited to the needs of many charities. There is also a Guidance Note: Adapted versions of Charity Commission Model CIO Constitutions which explains the reasons for, and the effects of, the changes made to the Commission's model forms in our amended versions.
We recommend that you consider the descriptions accompanying each document and take legal advice before finally deciding which structure and which template to adopt.
- Guidance Note: Is it necessary or appropriate to set up a charity?
- Guidance Note: Setting up a new charity
- Guidance Note: What Makes an Organisation a Charity in Law?
- Memorandum - Charity Company Limited By Guarantee
- Charitable Company Formation Checklist
- Charitable Incorporated Organisation (CIO) Formation Checklist
- Charity Articles of Association - Private Company Limited By Guarantee
- Constitution for an Unincorporated Charitable Association
- Unincorporated Charitable Association (UCA) Formation Checklist
- Short Form Constitution for a Small Unincorporated Charity
- Trust Deed Constitution for a Charitable Trust
- Charitable Trust (CT) Formation Checklist
- Guidance Notes - Charitable Incorporated Organisations
- Constitution for a CIO whose only voting members are its trustees (‘Foundation’ model)
- Constitution for a CIO with voting members other than its trustees (‘Association’ model)
- Constitution for a CIO whose only voting members are its trustees (‘Foundation’ model) – marked-up adapted version
- Constitution for a CIO with voting members other than its trustees (‘Association’ model) – marked-up adapted version
- Constitution for a CIO whose only voting members are its trustees (‘Foundation’ model) – clean copy adapted version
- Constitution for a CIO with voting members other than its trustees (‘Association’ model) – clean copy adapted version
- Guidance Note: Adapted versions of Charity Commission Model CIO Constitutions
Setting Up and Constitutions is part of Corporate . Just £35.00 + VAT provides unlimited downloads from Corporate for 1 year.