Charity AGMs can be delayed until September, says regulator's guidance

Updated guidance from the Charity Commission says the impact of coronavirus has given many charities no choice but to delay their AGMs

Charities should check governing documents to see if virtual meetings are acceptable
Charities should check governing documents to see if virtual meetings are acceptable

Charities can delay annual general meetings that were due to take place during the lockdown period until the end of September, the Charity Commission has advised.

In updated guidance for charities on the pandemic, the regulator says that “coronavirus is having a major impact on charity events and the government’s health advice may lead to some charities having no choice but to decide to cancel or postpone their AGMs and other critical meetings”.

The commission adds that, under the Corporate Insolvency and Governance Act 2020, it has increased the flexibility of how and when AGMs are conducted.

The watchdog says in the latest guidance that temporary changes “make it lawful for charitable companies and charitable incorporated organisations to postpone members’ meetings or to hold them remotely, even if this is not allowed by the charitable company’s articles of association or the CIO’s constitution”. 

The new guidance applies to any AGMs that were due to be held between 26 March and 21 August, temporarily overriding the timing requirements in a charity’s governing documents.

But the temporary changes do not apply to trustee meetings or to meetings of trusts and other unincorporated charities. 

The commission says the 30 September deadline might also be extended if the government considers it necessary. 

Some charities have clauses in their governing documents that allow them to meet virtually or over the phone, and the commission advised trustees “to check their governing document and see if they can make amendments themselves to facilitate changes as to how or when meetings are held”.

The commission has said it would understand if charities with no such clauses in their governing documents chose to also hold meetings over the phone or using digital solutions, but said “you should record this decision and that you have done this to demonstrate good governance of your charity”.

The commission advised in March that organisations should consider using their reserves if they were struggling financially as a result of the coronavirus pandemic.

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