“Zooming” into trouble: Navigating the risks of virtual charity meetings

Background

Earlier this summer, the Charity Commission re-published their guidance as to the rules surrounding charity trustee meetings.

During the pandemic, the Charity Commission issued temporary guidance which allowed all charities to hold virtual meetings. This guidance was withdrawn by the Charity Commission on 21st June 2022. Whilst the guidance has not been in effect for over two years, many charities may have continued to operate virtually, potentially putting the validity of their decisions at risk if they do not have the relevant powers to hold virtual meetings.

In order for a charity to have the power to hold a virtual or hybrid (when some participants attend remotely and some in person) meeting, their governing documents need to set out, explicitly, that they can hold meetings electronically.

Most older charities would not have included this power in their governing documents when the charity was established.

If your governing documents do not set out an explicit power to hold electronic or hybrid meetings, then you should make sure that all meetings are held face-to-face or risk any decisions you make during that meeting being invalid.

How we can help

At Cripps, we understand the complexity of charity law and the importance of maintaining proper governance when running a charity. We are here to help your charity address these issues and ensure that your meetings—and the decisions that stem from them—are legally valid and enforceable. Our experienced Charities team can assist you in several key areas:

1. Advise you on the impact of previously holding electronic or hybrid meetings without the power to do so.
2. Advise you as to any action your charity now needs to take if you have previously held electronic or hybrid meetings without the power to do so.
3. Amend your Governing Documents to include the power to hold electronic and hybrid meetings in the future.

We would carry out a comprehensive review of your charity’s governing documents and, as required, prepare a form of resolution for approval by trustees to amend the documents to resolve these issues.

The new provisions would set out how you will give notice, hold votes and adjourn electronic or hybrid meetings.  We would also identify any other sensible improvements that could be adopted at the same time to approve the overall governance of your charity moving forwards.

We are able to support the trustees through the review process so that they (and all stakeholders) can clearly understand the implications and the nature of the changes being adopted. We can also arrange for all relevant resulting filings with the Charity Commission on your behalf.

If you have any questions as to your charity’s governance, please do not hesitate to contact one of our charities team.