Legalize / United Kingdom / Public General Act

Charities Act 2011

Type Public General Act

Publication 2011-12-14

Last updated 2025-11-27

State In force

Department Statute Law Database

Source legislation.gov.uk

articles Not indexed

Reform history JSON API

(b) that its charity trustees in connection with the act exceeded their constitutional powers,

does not affect the title of a person who subsequently acquires the property or any interest in it for full consideration without actual notice of any such circumstances affecting the validity of the CIO's act.

(6) In any proceedings arising out of subsections (1) to (3), the burden of proving that a person knew that an act—

(a) was beyond the CIO's constitutional capacity, or

(b) was beyond the constitutional powers of its charity trustees,

lies on the person making that allegation.

(7) In this section and section 219—

(a) references to a CIO's lack of constitutional capacity are to lack of capacity because of anything in its constitution, and

(b) references to constitutional limitations on the powers of a CIO's charity trustees are to limitations on their powers under its constitution, including limitations deriving from a resolution of the CIO in general meeting, or from an agreement between the CIO's members, and the references to constitutional powers are to be read accordingly.

Limits to s.218

219

(1) Nothing in section 218 prevents a person from bringing proceedings to restrain the doing of an act which would be—

(a) beyond the CIO's constitutional capacity, or

(b) beyond the constitutional powers of the CIO's charity trustees.

(2) But no such proceedings may be brought in respect of an act to be done in fulfilment of a legal obligation arising from a previous act of the CIO.

(3) Subsection (2) does not prevent the Commission from exercising any of its powers.

(4) Nothing in section 218(2) affects any liability incurred by the CIO's charity trustees (or any one of them) for acting beyond their (or that charity trustee's) constitutional powers.

(5) Nothing in section 218 absolves the CIO's charity trustees from their duty to act within the CIO's constitution and in accordance with any constitutional limitations on their powers.

Duty of CIO members

220

Each member of a CIO must exercise the powers that the member has in that capacity in the way that the member decides, in good faith, would be most likely to further the purposes of the CIO.

Duties of charity trustees

221

(1) Each charity trustee of a CIO must exercise the powers and perform the functions that the charity trustee has in that capacity in the way that the charity trustee decides, in good faith, would be most likely to further the purposes of the CIO.

(2) Each charity trustee of a CIO must in the performance of functions in that capacity exercise such care and skill as is reasonable in the circumstances, having regard in particular—

(a) to any special knowledge or experience that the charity trustee has or purports to have, and

(b) if the charity trustee acts as such in the course of a business or profession, to any special knowledge or experience that it is reasonable to expect of a person acting in the course of that kind of business or profession.

But this is subject to any provision of a CIO's constitution permitted by virtue of regulations made under subsection (3).

(3) CIO regulations may permit a CIO's constitution to provide that the duty in subsection (2)—

(a) does not apply, or

(b) does not apply in so far as is specified in the constitution.

(4) Regulations under subsection (3) may provide for limits on the extent to which, or the cases in which, a CIO's constitution may disapply the duty in subsection (2).

Personal benefit and payments

222

(1) A charity trustee of a CIO may not benefit personally from an arrangement or transaction entered into by the CIO if, before the arrangement or transaction was entered into, the charity trustee did not disclose to all the charity trustees of the CIO any material interest (whether direct or indirect) which the charity trustee had in it or in any other person or body party to it.

(2) Nothing in subsection (1) confers authority for a charity trustee of a CIO to benefit personally from any arrangement or transaction entered into by the CIO.

(3) A charity trustee of a CIO—

(a) is entitled to be reimbursed by the CIO, or

(b) may pay out of the CIO's funds,

expenses properly incurred by the charity trustee in the performance of that charity trustee's functions as such.

Regulations about procedure of CIOs

223

(1) CIO regulations may make provision about the procedure of CIOs.

(2) Subject to—

(a) any such regulations,

(b) any other requirement imposed by or by virtue of this Act or any other enactment, and

a CIO may regulate its own procedure.

(3) But a CIO's procedure must include provision for the holding of a general meeting of its members, and the regulations referred to in subsection (1) may in particular make provision about such meetings.

CHAPTER 3 — Amendment of constitution

Amendment of constitution and procedure

224

(1) A CIO may by resolution of its members amend its constitution (and a single resolution may provide for more than one amendment).

(2) Such a resolution must be passed—

(a) by a 75% majority of those voting at a general meeting of the CIO (including those voting by proxy or by post, if voting that way is permitted), or

(b) unanimously by the CIO's members, otherwise than at a general meeting.

(3) The date of passing of such a resolution is—

(a) the date of the general meeting at which it was passed, or

(b) if it was passed otherwise than at a general meeting, the date on which provision in the CIO's constitution or in regulations made under section 223 treats it as having been passed (but that date may not be earlier than that on which the last member agreed to it).

Amendment of constitution and charitable status

225

The power of a CIO to amend its constitution is not exercisable in any way which would result in the CIO's ceasing to be a charity.

226

(1) An amendment to a CIO’s constitution which would make a regulated alteration—

(a) requires the prior written consent of the Commission, and

(b) cannot take effect if such consent has not been obtained.

(2) The following are regulated alterations—

(a) any alteration of the CIO's purposes,

(b) any alteration of any provision of the CIO's constitution directing the application of property of the CIO on its dissolution, and

(c) any alteration of any provision of the CIO's constitution where the alteration would provide authorisation for any benefit to be obtained by charity trustees or members of the CIO or persons connected with them.

(2A) In considering whether to consent to an alteration falling within subsection (2)(a) the Commission must have regard to—

(a) the purposes of the CIO when it was established, if and so far as they are reasonably ascertainable,

(b) the desirability of securing that the purposes of the CIO are, so far as reasonably practicable, similar to the purposes being altered, and

(c) the need for the CIO to have purposes which are suitable and effective in the light of current social and economic circumstances.

(3) Sections 248 (meaning of “benefit”) and 249 (meaning of “connected person”) apply for the purposes of this section.

Registration and coming into effect of amendments

227

(1) A CIO must send to the Commission a copy of a resolution containing an amendment to its constitution, together with—

(a) a copy of the constitution as amended, and

(b) such other documents and information as the Commission may require,

by the end of the period of 15 days beginning with the date of passing of the resolution (see section 224(3)).

(1A) An amendment to a CIO’s constitution that makes a regulated alteration falling within section 226(2)(a) takes effect—

(a) when it is registered by the Commission, or

(b) if later, on the date specified for that purpose in the resolution containing the amendment.

(1B) Any other amendment to a CIO’s constitution takes effect (whatever the date on which the amendment is registered by the Commission)—

(a) on the date the resolution containing it is passed, or

(b) if a later date is specified for that purpose in the resolution containing the amendment, on that later date.

(1C) Subsections (1A) and (1B) are subject to section 226(1).

(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

CHAPTER 4 — Conversion, amalgamation and transfer

Conversion of certain bodies to CIO

Application for conversion by charitable company

228

(1) A charitable company may apply to the Commission to be converted into a CIO, and for the CIO's registration as a charity, in accordance with this section.

(2) But such an application may not be made by—

(a) a company having a share capital if any of the shares are not fully paid up, or

(b) an exempt charity.

(3) The company must supply the Commission with—

(a) a copy of a resolution of the company that it be converted into a CIO,

(b) a copy of the proposed constitution of the CIO,

(d) such other documents or information as may be prescribed by CIO regulations, and

(e) such other documents or information as the Commission may require for the purposes of the application.

(4) The resolution referred to in subsection (3)(a) must be—

(a) a special resolution of the company, or

(b) a unanimous written resolution signed by or on behalf of all the members of the company who would be entitled to vote on a special resolution.

(5) Chapter 3 of Part 3 of the Companies Act 2006 (resolutions and agreements affecting a company's constitution) does not apply to such a resolution.

(6) In the case of a company limited by guarantee which makes an application under this section (whether or not it also has a share capital), the proposed constitution of the CIO must (unless subsection (8) applies) provide—

(a) for the CIO's members to be liable to contribute to its assets if it is wound up, and

(b) for the amount up to which they are so liable.

(7) That amount must not be less than the amount up to which they were liable to contribute to the assets of the company if it was wound up.

(8) If the amount each member of the company is liable to contribute to its assets on its winding up is £10 or less—

(a) the guarantee is extinguished on the conversion of the company into a CIO, and

(b) the requirements of subsections (6) and (7) do not apply.

Application for conversion by registered society

229

(1) A charity which is a registered society may apply to the Commission to be converted into a CIO, and for the CIO's registration as a charity, in accordance with this section.

“Registered society” has the same meaning as in the Co-operative and Community Benefit Societies Act 2014.

(2) But such an application may not be made by—

(a) a registered society having a share capital if any of the shares are not fully paid up, or

(b) an exempt charity.

(3) The registered society must supply the Commission with—

(a) a copy of a resolution of the registered society that it be converted into a CIO,

(b) a copy of the proposed constitution of the CIO,

(d) such other documents or information as may be prescribed by CIO regulations, and

(e) such other documents or information as the Commission may require for the purposes of the application.

(4) The resolution referred to in subsection (3)(a) must be—

(a) a special resolution of the registered society, or

(b) a unanimous written resolution signed by or on behalf of all the members of the registered society who would be entitled to vote on a special resolution.

(5) In subsection (4), “special resolution” has the meaning given in section 113 of the Co-operative and Community Benefit Societies Act 2014.

Commission to consult appropriate registrar and others

230

(1) The Commission must notify the following of an application for conversion—

(a) the appropriate registrar, and

(b) such other persons (if any) as the Commission thinks appropriate in the particular case,

and must consult those notified about whether the application should be granted.

(2) In subsection (1) and sections 231 to 233, “the appropriate registrar” means—

(a) in the case of an application by a charitable company, the registrar of companies;

(b) in the case of an application by a registered society, the Financial Conduct Authority and, if the society is a PRA-authorised person within the meaning of section 2B of the Financial Services and Markets Act 2000, the Prudential Regulation Authority.

(3) In this section and sections 231 to 233, “application for conversion” means an application under section 228 or 229.

Cases where application must or may be refused

231

(1) The Commission must refuse an application for conversion if—

(a) it is not satisfied that the CIO would be a charity at the time it would be registered,

(b) the CIO's proposed constitution does not comply with one or more of the requirements of section 206 (constitution of CIOs) and any regulations made under that section, or

(c) in the case of an application for conversion made by a company limited by guarantee, the CIO's proposed constitution does not comply with the requirements of section 228(6) and (7).

(2) The Commission may refuse an application for conversion if—

(a) the proposed name of the CIO—

(i) is the same as, or

(ii) is in the opinion of the Commission too like,

the name or a working name of any other charity (whether registered or not),

(b) the Commission is of the opinion referred to in any of paragraphs (b) to (e) of section 42(2) (power to require charity's name or working name to be changed) in relation to the proposed name of the CIO (reading paragraph (b) as referring to the proposed purposes of the CIO and to the activities which it is proposed it should carry on), or

(c) having considered any representations received from those whom it has consulted under section 230(1), the Commission considers (having regard to any regulations made under subsection (3)) that it would not be appropriate to grant the application.

(3) CIO regulations may make provision about circumstances in which it would not be appropriate to grant an application for conversion.

(4) If the Commission refuses an application for conversion, it must so notify the appropriate registrar.

Provisional and final registration of converting body

232

(1) If the Commission grants an application for conversion, it must—

(a) register the CIO to which the application related in the register of charities, and

(b) send to the appropriate registrar a copy of—

(i) each of the relevant resolutions of the converting company or registered society, and

(ii) the entry in the register relating to the CIO.

(2) In subsection (1)(b), “the relevant resolutions” means—

(a) in the case of a converting company, the resolutions referred to in section 228(3)(a) and (c), and

(b) in the case of a converting society, the resolutions referred to in section 229(3)(a) and (c).

(3) The registration of the CIO in the register is provisional only until the appropriate registrar cancels the registration of the company or society as required by subsection (4)(b).

(4) The appropriate registrar must—

(a) register the documents sent under subsection (1)(b), and

(b) cancel the registration of the company in the register of companies, or of the society in the mutual societies register,

and must notify the Commission that this action has been taken.

(5) The entry relating to the charity's registration in the register must include—

(a) a note that it is constituted as a CIO,

(b) the date on which it became so constituted, and

(6) But the matters mentioned in subsections (5)(a) and (b) are to be included only when the appropriate registrar has notified the Commission as required by subsection (4).

(7) A copy of the entry in the register must be sent to the charity at the principal office of the CIO.

Effect of registration becoming final

233

(1) Upon the cancellation by the appropriate registrar of the registration of the company or of the registered society, the company or society is converted into a CIO, a body corporate—

(a) whose constitution is that proposed in the application for conversion,

(b) whose name is that specified in the constitution, and

(c) whose first members are the members of the converting company or society immediately before the moment of conversion.

(2) If the converting company or society had a share capital—

(a) upon the conversion of the company or society all the shares are by virtue of this subsection cancelled, and

(b) no former holder of any cancelled share has any right in respect of it after its cancellation.

(3) Subsection (2) does not affect any right which accrued in respect of a share before its cancellation.

(4) The conversion of a company or society into a CIO does not affect, in particular, any liability to which the company or society was subject by virtue of its being a charitable company or registered society.

Conversion of community interest company

234

(1) CIO regulations may make provision for—

(a) the conversion of a community interest company into a CIO, and

(b) the CIO's registration as a charity.

(2) The regulations may, in particular, apply, or apply with modifications specified in the regulations, or disapply, anything in—

(a) sections 53 to 55 of the Companies (Audit, Investigations and Community Enterprise) Act 2004, or

(b) sections 228 to 233.

Amalgamation of CIOs

Application for amalgamation of CIOs

235

(1) Any two or more CIOs (“the old CIOs”) may, in accordance with this section, apply to the Commission to be amalgamated, and for the incorporation and registration as a charity of a new CIO (“the new CIO”) as their successor.

(2) The old CIOs must supply the Commission with—

(a) a copy of the proposed constitution of the new CIO,

(b) such other documents or information as may be prescribed by CIO regulations, and

(3) In addition to the documents and information referred to in subsection (2), the old CIOs must supply the Commission with—

(a) a copy of a resolution of each of the old CIOs approving the proposed amalgamation, and

(b) a copy of a resolution of each of the old CIOs adopting the proposed constitution of the new CIO.

(4) The resolutions referred to in subsection (3) must have been passed—

(a) by a 75% majority of those voting at a general meeting of the CIO (including those voting by proxy or by post, if voting that way is permitted), or

(b) unanimously by the CIO's members, otherwise than at a general meeting.

(5) The date of passing of such a resolution is—

(a) the date of the general meeting at which it was passed, or

(b) if it was passed otherwise than at a general meeting, the date on which provision in the CIO's constitution or in regulations made under section 223 treats it as having been passed (but that date may not be earlier than that on which the last member agreed to it).

Notice of application for amalgamation

236

(1) Each old CIO must—

(a) give notice of the proposed amalgamation in the way (or ways) that in the opinion of its charity trustees will make it most likely to come to the attention of those who would be affected by the amalgamation, and

(b) send a copy of the notice to the Commission.

(2) The notice must invite any persons who consider that they would be affected by the proposed amalgamation to make written representations to the Commission no later than a date determined by the Commission and specified in the notice.

Cases where application must or may be refused

237

(1) The Commission must refuse an application for amalgamation if—

(a) it is not satisfied that the new CIO would be a charity at the time it would be registered, or

(b) the new CIO's proposed constitution does not comply with one or more of the requirements of section 206 and any regulations made under that section.

(2) In addition to being required to refuse it on one of the grounds mentioned in subsection (1), the Commission must refuse an application for amalgamation if it considers that there is a serious risk that the new CIO would be unable properly to pursue its purposes.

(3) The Commission may refuse an application for amalgamation if—

(a) the proposed name of the new CIO—

(i) is the same as, or

(ii) is in the opinion of the Commission too like,

the name or a working name of any other charity (whether registered or not), or

(b) the Commission is of the opinion referred to in any of paragraphs (b) to (e) of section 42(2) (power to require charity's name or working name to be changed) in relation to the proposed name of the new CIO (reading paragraph (b) as referring to the proposed purposes of the new CIO and to the activities which it is proposed it should carry on).

(4) The Commission may refuse an application for amalgamation if it is not satisfied that the provision in the constitution of the new CIO about the matters mentioned in subsection (5) is—

(a) the same, or

(b) substantially the same,

as the provision about those matters in the constitutions of each of the old CIOs.

(5) The matters are—

(a) the purposes of the CIO,

(b) the application of property of the CIO on its dissolution, and

(c) authorisation for any benefit to be obtained by charity trustees or members of the CIO or persons connected with them.

(6) Sections 248 (meaning of “benefit”) and 249 (meaning of “connected person”) apply for the purposes of this section.

(7) In this section and sections 238 and 239, “application for amalgamation” means an application under section 235.

Registration of amalgamated CIO

238

(1) If the Commission grants an application for amalgamation, it must register the new CIO in the register of charities.

(2) The entry relating to the registration in the register of the charity constituted as the new CIO must include—

(a) a note that it is constituted as a CIO,

(b) the date of the charity's registration, and

(3) A copy of the entry in the register must be sent to the charity at the principal office of the new CIO.

Effect of registration

239

(1) Upon the registration of the new CIO it becomes by virtue of the registration a body corporate—

(a) whose constitution is that proposed in the application for amalgamation,

(b) whose name is that specified in the constitution, and

(2) Upon the registration of the new CIO—

(a) all the property, rights and liabilities of each of the old CIOs become by virtue of this subsection the property, rights and liabilities of the new CIO, and

(b) each of the old CIOs is dissolved.

(3) Subsection (4) applies to a gift if—

(a) the gift would have taken effect as a gift to one of the old CIOs if it had not been dissolved, and

(b) the date on which the gift would have taken effect is a date on or after the date of the registration of the new CIO.

(4) The gift takes effect as a gift to the new CIO.

Transfer of CIO's undertaking to another CIO

Resolutions about transfer of CIO’s undertaking to another CIO

240

(1) A CIO may resolve that all its property, rights and liabilities should be transferred to another CIO specified in the resolution.

(2) Where a CIO has passed such a resolution, it must send to the Commission—

(a) a copy of the resolution, and

(b) a copy of a resolution of the transferee CIO agreeing to the transfer to it.

(3) The resolutions referred to in subsections (1) and (2)(b) must have been passed—

(a) by a 75% majority of those voting at a general meeting of the CIO (including those voting by proxy or by post, if voting that way is permitted), or

(b) unanimously by the CIO's members, otherwise than at a general meeting.

(4) The date of passing of such a resolution is—

(a) the date of the general meeting at which it was passed, or

(b) if it was passed otherwise than at a general meeting, the date on which provision in the CIO's constitution or in regulations made under section 223 treats it as having been passed (but that date may not be earlier than that on which the last member agreed to it).

(5) The resolution of the transferor CIO does not take effect until confirmed by the Commission.

Notice of transfer of CIO’s undertaking to another CIO

241

Having received the copy resolutions referred to in section 240(2), the Commission—

(a) may direct the transferor CIO to give public notice of its resolution in such manner as is specified in the direction, and

(b) if it gives such a direction, must take into account any representations made to it by persons appearing to it to be interested in the transferor CIO, where those representations are made to it within the period of 28 days beginning with the date when public notice of the resolution is given by the transferor CIO.

Cases where confirmation of resolution must or may be refused

242

(1) The Commission must refuse to confirm the resolution of the transferor CIO if it considers that there is a serious risk that the transferee CIO would be unable properly to pursue the purposes of the transferor CIO.

(2) The Commission may refuse to confirm the resolution if it is not satisfied that the provision in the constitution of the transferee CIO about the matters mentioned in subsection (3) is—

(a) the same, or

(b) substantially the same,

as the provision about those matters in the constitution of the transferor CIO.

(3) The matters are—

(a) the purposes of the CIO,

(b) the application of property of the CIO on its dissolution, and

(c) authorisation for any benefit to be obtained by charity trustees or members of the CIO or persons connected with them.

(4) Sections 248 (meaning of “benefit”) and 249 (meaning of “connected person”) apply for the purposes of this section.

Confirmation of resolution

243

(1) If the Commission does not notify the transferor CIO within the relevant period that it is either confirming or refusing to confirm the transferor CIO's resolution, the resolution is to be treated as confirmed by the Commission on the day after the end of that period.

(2) Subject to subsection (3), “the relevant period” means—

(a) if the Commission directs the transferor CIO under section 241 to give public notice of its resolution, the period of 6 months beginning with the date when that notice is given, or

(b) otherwise, the period of 6 months beginning with the date when both of the copy resolutions referred to in section 240(2) have been received by the Commission.

(3) The Commission may at any time within the period of 6 months mentioned in subsection (2)(a) or (b) give the transferor CIO a notice extending the relevant period by such period (not exceeding 6 months) as is specified in the notice.

(4) A notice under subsection (3) must set out the Commission's reasons for the extension.

Effect of confirmation of resolution

244

(1) If the resolution of the transferor CIO is confirmed (or treated as confirmed) by the Commission—

(a) all the property, rights and liabilities of the transferor CIO become by virtue of this subsection the property, rights and liabilities of the transferee CIO in accordance with the resolution, and

(b) the transferor CIO is dissolved.

(2) Subsection (3) applies to a gift if—

(a) the gift would have taken effect as a gift to the transferor CIO if it had not been dissolved, and

(b) the date on which the gift would have taken effect is a date on or after the date on which the resolution is confirmed (or treated as confirmed).

(3) The gift takes effect as a gift to the transferee CIO.

CHAPTER 5 — Supplementary

Regulations about winding up, insolvency and dissolution

245

(1) CIO regulations may make provision about—

(a) the winding up of CIOs,

(b) their insolvency,

(d) their revival and restoration to the register following dissolution.

(1A) Regulations under subsection (1)(b) may not apply Part A1 of the Insolvency Act 1986 (moratorium) in relation to a CIO that is registered as a social landlord under Part 1 of the Housing Act 1996 (but see section 247A).

(2) The regulations may, in particular, make provision—

(a) about the transfer on the dissolution of a CIO of its property and rights (including property and rights held on trust for the CIO) to the official custodian or another person or body;

(b) requiring any person in whose name any stocks, funds or securities are standing in trust for a CIO to transfer them into the name of the official custodian or another person or body;

(c) about the disclaiming, by the official custodian or other transferee of a CIO's property, of title to any of that property;

(d) about the application of a CIO's property cy-près;

(e) about circumstances in which charity trustees may be personally liable for contributions to the assets of a CIO or for its debts;

(f) about the reversal on a CIO's revival of anything done on its dissolution.

(3) The regulations may—

(a) apply any enactment which would not otherwise apply, either without modification or with modifications specified in the regulations,

(b) disapply, or modify (in ways specified in the regulations) the application of, any enactment which would otherwise apply.

(3A) In relation to a CIO that is a private registered provider of social housing, the power under section 347(3)(b) may be used to amend, disapply, or modify (in ways specified in the regulations) any provision made by or under Part 2 of the Housing and Regeneration Act 2008 or Chapter 5 of Part 4 of the Housing and Planning Act 2016.

(4) In subsection (3), “enactment” includes a provision of subordinate legislation within the meaning of the Interpretation Act 1978.

Power to make further provision about CIOs

246

(1) CIO regulations may make further provision about applications for registration of CIOs, the administration of CIOs, the conversion of charitable companies, registered societies and community interest companies into CIOs, the amalgamation of CIOs, and in relation to CIOs generally.

(2) The regulations may, in particular, make provision about—

(a) the execution of deeds and documents;

(b) the electronic communication of messages or documents relevant to a CIO or to any dealing with the Commission in relation to one;

(d) the maintenance of other registers (for example, a register of charges over the CIO's assets).

(3) The regulations may—

(a) apply any enactment which would not otherwise apply, either without modification or with modifications specified in the regulations,

(b) disapply, or modify (in ways specified in the regulations) the application of, any enactment which would otherwise apply.

(4) The regulations may, in relation to charities constituted as CIOs—

(a) disapply any of sections 29 to 38 (registration of charities),

(b) modify the application of any of those sections in ways specified in the regulations.

(5) In subsection (3), “enactment” includes a provision of subordinate legislation within the meaning of the Interpretation Act 1978.

Meaning of “CIO regulations”

247

In this Part “CIO regulations” means regulations made by the Secretary of State.

Meaning of “benefit”

248

(1) This section applies for the purposes of sections 226(2)(c), 237(5)(c) and 242(3)(c) (cases where Commission may refuse to consent to amendment of constitution, to grant an application for amalgamation or to confirm a resolution transferring a CIO's undertaking).

(2) “Benefit” means a direct or indirect benefit of any nature, except that it does not include—

(a) any remuneration whose receipt may be authorised under section 185, or

(b) the purchase of any insurance which may be authorised under section 189.

Meaning of “connected person”

249

(1) This section applies for the purposes of sections 226(2)(c), 237(5)(c) and 242(3)(c).

(2) The following persons are connected with a charity trustee or member of a CIO—

(a) a child, parent, grandchild, grandparent, brother or sister of the trustee or member;

(b) the spouse or civil partner of the trustee or member or of any person falling within paragraph (a);

(c) a person carrying on business in partnership with the trustee or member or with any person falling within paragraph (a) or (b);

(d) an institution which is controlled—

(i) by the trustee or member or by any person falling within paragraph (a), (b) or (c), or

(ii) by two or more persons falling within sub-paragraph (i), when taken together.

(e) a body corporate in which—

(i) the trustee or member or any connected person falling within any of paragraphs (a) to (c) has a substantial interest, or

(ii) two or more persons falling within sub-paragraph (i), when taken together, have a substantial interest.

(3) Sections 350 to 352 (meaning of child, spouse, civil partner, controlled institution and substantial interest) apply for the purposes of subsection (2).

Effect of provisions relating to vesting or transfer of property

250

No vesting or transfer of any property in pursuance of any provision of this Part operates as a breach of a covenant or condition against alienation or gives rise to a forfeiture.

Part 12 — Incorporation of charity trustees

General

Incorporation of charity trustees

251

(1) The Commission may grant a certificate of incorporation of the charity trustees of a charity as a body corporate if—

(a) the charity trustees of the charity, in accordance with section 256, apply to the Commission for such a certificate, and

(b) the Commission considers that the incorporation of the charity trustees would be in the interests of the charity.

(2) Such a certificate is subject to such conditions or directions as the Commission thinks fit to insert in it.

(3) But the Commission must not grant such a certificate if the charity—

(a) appears to the Commission to be required to be registered in accordance with section 30, but

(b) is not so registered.

(4) On the grant of such a certificate—

(a) the charity trustees of the charity become a body corporate by such name as is specified in the certificate, and

(b) any rights or liabilities of those trustees in connection with any property vesting in the body under section 252 become rights or liabilities of that body.

Paragraph (b) does not affect the operation of section 254 (liability of charity trustees not affected by incorporation).

(5) After their incorporation the charity trustees—

(a) may sue and be sued in their corporate name, and

(b) have the same powers, and are subject to the same restrictions and limitations, as respects the holding, acquisition and disposal of property for or in connection with the purposes of the charity as they had or were subject to while unincorporated;

and any relevant legal proceedings that might have been continued or commenced by or against the charity trustees may be continued or commenced by or against them in their corporate name.

(6) In subsection (5) “relevant legal proceedings” means legal proceedings in connection with any property vesting in the incorporated body under section 252.

(7) An incorporated body need not have a common seal.

Estate to vest in incorporated body

252

(1) The certificate of incorporation vests in the incorporated body all real and personal estate, of whatever nature or tenure, belonging to or held by any person or persons in trust for the relevant charity.

(2) On the vesting of all real and personal estate under subsection (1), any person or persons in whose name or names any stocks, funds or securities are standing in trust for the relevant charity must transfer them into the name of the incorporated body.

(3) Subsections (1) and (2) do not apply to property vested in the official custodian.

Gifts to take effect as gifts to incorporated body

253

(1) After the incorporation under this Part of the charity trustees of any charity, every relevant donation, gift and disposition of property made—

(a) to or in favour of the charity, or the charity trustees of the charity, or

(b) otherwise for the purposes of the charity,

takes effect as if made to or in favour of the incorporated body or otherwise for the same purposes.

(2) For the purposes of subsection (1), a donation, gift or disposition of property is a relevant one if (whether of real or personal property and whether made by deed, will or otherwise)—

(a) it was lawfully made before the incorporation but has not actually taken effect, or

(b) it is lawfully made after the incorporation.

Liability of charity trustees not affected by incorporation

254

After a certificate of incorporation has been granted under this Part, all charity trustees of the charity are, despite their incorporation—

(a) chargeable for such property as comes into their hands, and

(b) answerable and accountable for their own acts, receipts, neglects, and defaults, and for the due administration of the charity and its property,

in the same manner and to the same extent as if no such incorporation had been effected.

Charity trustees bound by conditions in certificate etc.

255

(1) All conditions and directions inserted in any certificate of incorporation are binding upon and must be performed or observed by the charity trustees as trusts of the charity.

(2) Section 336 (enforcement of orders of Commission) applies to any charity trustee who fails to perform or observe any such condition or direction as it applies to a person guilty of disobedience to any such order of the Commission as is mentioned in that section.

Application procedure

Applications for incorporation

256

(1) Every application to the Commission for a certificate of incorporation under this Part must be—

(a) in writing and signed by the charity trustees of the charity concerned, and

(b) accompanied by such documents or information as the Commission may require for the purpose of the application.

(2) The Commission may require—

(a) any statement contained in any such application, or

(b) any document or information supplied under subsection (1)(b),

to be verified in such manner as it may specify.

Requirement to be met before certificate is granted

257

Before a certificate of incorporation is granted under this Part, charity trustees of the charity must have been effectually appointed to the satisfaction of the Commission.

Certificate conclusive as to compliance with incorporation requirements etc.

258

(1) A certificate of incorporation granted under this Part is conclusive evidence that all the preliminary requirements for incorporation under this Part have been complied with.

(2) The date of incorporation mentioned in the certificate is to be treated as being the date at which incorporation has taken place.

Administration etc. of charity whose charity trustees are incorporated

Filling up of vacancies in charity trustees

259

(1) This section applies where a certificate of incorporation is granted under this Part.

(2) Vacancies in the number of the charity trustees of the charity must from time to time be filled up so far as required by the constitution or settlement of the charity, or by any conditions or directions in the certificate—

(a) by such legal means as would have been available for the appointment of new charity trustees of the charity if no certificate of incorporation had been granted, or

(b) otherwise as required by such conditions or directions.

Execution of documents by incorporated body: general

260

(1) This section and section 261 have effect as respects the execution of documents by an incorporated body.

(2) If an incorporated body has a common seal, a document may be executed by the body by the affixing of its common seal.

(3) Whether or not it has a common seal, a document may be executed by an incorporated body by being—

(a) signed by a majority of the charity trustees of the relevant charity and expressed (in whatever form of words) to be executed by the body, or

(b) executed in pursuance of an authority given under section 261(1).

(4) A document duly executed by an incorporated body which makes it clear on its face that it is intended by the person or persons making it to be a deed has effect, upon delivery, as a deed; and it is presumed, unless a contrary intention is proved, to be delivered upon its being so executed.

(5) In favour of a purchaser a document is to be treated as having been duly executed by an incorporated body if it purports to be signed by—

(a) a majority of the charity trustees of the relevant charity, or

(b) such of the charity trustees of the relevant charity as are authorised by the charity trustees of that charity to execute it in the name and on behalf of the body,

and, if the document makes it clear on its face that it is intended by the person or persons making it to be a deed, it is to be treated as having been delivered upon its being executed.

(6) For the purposes of subsection (5) “purchaser”—

(a) means a purchaser in good faith for valuable consideration, and

(b) includes a lessee, mortgagee or other person who for valuable consideration acquires an interest in property.

Conferral of authority to execute documents

261

(1) For the purposes of section 260(3)(b) the charity trustees of the relevant charity in the case of an incorporated body may, subject to the trusts of the charity, confer on any two or more of their number—

(a) a general authority, or

(b) an authority limited in such manner as the charity trustees think fit,

to execute in the name and on behalf of the body documents for giving effect to transactions to which the body is a party.

(2) An authority under subsection (1)—

(a) suffices for any document if it is given in writing or by resolution of a meeting of the charity trustees of the relevant charity, despite the want of any formality that would be required in giving an authority apart from that subsection;

(b) may be given so as to make the powers conferred exercisable by any of the charity trustees, or may be restricted to named persons or in any other way;

(c) subject to any such restriction, and until it is revoked, has effect, despite any change in the charity trustees of the relevant charity, as a continuing authority given by the charity trustees from time to time of the charity and exercisable by such charity trustees.

(3) In any authority under subsection (1) to execute a document in the name and on behalf of an incorporated body there is, unless the contrary intention appears, implied authority also to execute it for the body in the name and on behalf of the official custodian or of any other person, in any case in which the charity trustees could do so.

Commission's powers to amend certificate or dissolve body

Amendment of certificate of incorporation

262

(1) The Commission may amend a certificate of incorporation—

(a) on the application of the incorporated body to which it relates, or

(b) of its own motion.

(2) Before making any such amendment of its own motion, the Commission must by notice in writing—

(a) inform the charity trustees of the relevant charity of its proposals, and

(b) invite those charity trustees to make representations to it within a time specified in the notice.

(3) The time so specified must be not less than one month from the date of the notice.

(4) The Commission—

(a) must take into consideration any representations made by those charity trustees within the time so specified, and

(b) may then (without further notice) proceed with its proposals either without modification or with such modifications as appear to it to be desirable.

(5) The Commission may amend a certificate of incorporation by—

(a) making an order specifying the amendment, or

(b) issuing a new certificate of incorporation taking account of the amendment.

Dissolution of incorporated body

263

(1) The Commission may of its own motion make an order dissolving an incorporated body from such date as is specified in the order, if the Commission is satisfied—

(a) that the body has no assets or does not operate,

(b) that the relevant charity has ceased to exist,

(c) that the institution previously constituting, or treated by the Commission as constituting, the relevant charity has ceased to be, or (as the case may be) was not at the time of the body's incorporation, a charity, or

(d) that the purposes of the relevant charity—

(i) have been achieved so far as is possible, or

(ii) are in practice incapable of being achieved.

(2) The Commission may make an order dissolving an incorporated body from such date as is specified in the order, if the Commission is satisfied, on the application of the charity trustees of the relevant charity, that it would be in the interests of the charity for the body to be dissolved.

(3) Subject to subsection (4), an order made under this section with respect to an incorporated body has the effect of vesting in the charity trustees of the relevant charity, in trust for that charity, all property for the time being vested—

(a) in the body, or

(b) in any other person (apart from the official custodian),

in trust for that charity.

(4) If the Commission so directs in the order—

(a) all or any specified part of that property, instead of vesting in the charity trustees of the relevant charity, vests in—

(i) a specified person as trustee for, or nominee of, that charity, or

(ii) such persons (other than the charity trustees of the relevant charity) as may be specified;

(b) any specified investments, or any specified class or description of investments, held by any person in trust for the relevant charity are to be transferred to—

(i) the charity trustees of that charity, or

(ii) any such person or persons as is or are mentioned in paragraph (a)(i) or (ii).

For this purpose “specified” means specified by the Commission in the order.

(5) Where an order to which this subsection applies is made with respect to an incorporated body—

(a) any rights or liabilities of the body become rights or liabilities of the charity trustees of the relevant charity, and

(b) any legal proceedings that might have been continued or commenced by or against the body may be continued or commenced by or against those trustees.

(6) Subsection (5) applies to any order under this section by virtue of which—

(a) any property vested as mentioned in subsection (3) is vested—

(i) in the charity trustees of the relevant charity, or

(ii) in any person as trustee for, or nominee of, that charity, or

(b) any investments held by any person in trust for the relevant charity are required to be transferred—

(i) to the charity trustees of that charity, or

(ii) to any person as trustee for, or nominee of, that charity.

Supplementary

Records of applications and certificates

264

(1) The Commission must keep a record of all applications for, and certificates of, incorporation under this Part.

(2) Documents sent to the Commission under this Part are to be kept by the Commission for such period as it thinks fit.

(3) Documents kept under this section are to be open to public inspection at all reasonable times.

(4) Any person who is provided with a copy or extract of any document kept under this section may require it to be certified by a certificate signed by a member of the staff of the Commission.

Meaning of “incorporated body” and “relevant charity”

265

In this Part—

“incorporated body” means a body incorporated under section 251;

“the relevant charity”, in relation to an incorporated body, means the charity the charity trustees of which have been incorporated as that body.

Effect of provisions relating to vesting or transfer of property

266

No vesting or transfer of any property in pursuance of any provision of this Part operates as a breach of a covenant or condition against alienation or gives rise to a forfeiture.

Part 13 — Powers to amend trusts and use capital

Power to transfer all property of unincorporated charity

Introduction

267

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Resolution to transfer all property

268

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Notice of, and information about, resolution to transfer property

269

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

General rule as to when s.268 resolution takes effect

270

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

S.268 resolution not to take effect or to take effect at later date

271

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Transfer of property in accordance with s.268 resolution

272

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Transfer where charity has permanent endowment: general

273

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Requirements relating to permanent endowment

274

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Powers to alter purposes or powers etc. of unincorporated charity

Resolution to replace purposes of unincorporated charity

275

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Notice of, and information about, s.275 resolution

276

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

General rule as to when s.275 resolution takes effect

277

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

S.275 resolution not to take effect or to take effect at a later date

278

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Replacement of purposes in accordance with s.275

279

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Power to modify powers or procedures of unincorporated charity

280

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Powers of ... charities to spend capital

Power of unincorporated charities to spend capital: general

281

(1) This section applies to any available endowment fund of a charity ....

(2) But this section does not apply to a fund if sections 282 to 284 (power to spend larger fund ...) apply to it.

(3) If the condition in subsection (4) is met in relation to the charity, the charity trustees may resolve for the purposes of this section that the fund, or a portion of it, ought to be freed from the restrictions with respect to expenditure of capital that apply to it.

(4) The condition is that the charity trustees are satisfied that the purposes set out in the trusts to which the fund is subject could be carried out more effectively if the capital of the fund, or the relevant portion of the capital, could be expended as well as income accruing to it, rather than just such income.

(5) Once the charity trustees have passed a resolution under subsection (3), the fund or portion may by virtue of this section be expended in carrying out the purposes set out in the trusts to which the fund is subject without regard to the restrictions mentioned in that subsection.

(6) The fund or portion may be so expended as from such date as is specified for this purpose in the resolution.

(6A) If—

(a) an amount falls to be repaid to or paid into the fund by the charity trustees because the charity trustees have borrowed an amount from the fund,

(b) the amount when repaid or paid would fall to be added to the fund and to be subject to the same restrictions as to expenditure as apply to the other capital in the fund, and

the charity trustees may resolve for the purposes of this section that the obligation to repay or pay the amount ought to cease to have effect either wholly or in part.

(6B) The condition is that the charity trustees are satisfied that the purposes set out in the trusts to which the fund is subject could be carried out more effectively if the obligation ceased to have effect to that extent.

(6C) Once the charity trustees have passed a resolution under subsection (6A), the obligation ceases to have effect to that extent.

(6D) Where a resolution passed under subsection (6A) relates to all outstanding obligations to repay amounts to or pay amounts into the fund in respect of the amount borrowed from the fund, any other obligation which falls to be carried out by the charity trustees because the charity trustees have borrowed that amount from the fund also ceases to have effect once the resolution has been passed.

(7) In this section “available endowment fund”, in relation to a charity, means—

(a) the whole of the charity's permanent endowment if it is all subject to the same trusts, or

(b) any part of its permanent endowment which is subject to any particular trusts that are different from those to which any other part is subject.

Resolution to spend larger fund given for particular purpose

282

(1) This section applies to any available endowment fund of a charity if—

(a) in a case where subsection (1A) applies, the adjusted market value of the fund exceeds £25,000, or

(b) in any other case, the market value of the fund exceeds that sum.

(1A) This subsection applies where the charity trustees of the charity have borrowed from the fund and all or part of that borrowing is outstanding.

(2) If the condition in subsection (3) is met in relation to the charity, the charity trustees may resolve for the purposes of this section that the fund, or a portion of it, ought to be freed from the restrictions with respect to expenditure of capital that apply to it.

(3) The condition is that the charity trustees are satisfied that the purposes set out in the trusts to which the fund is subject could be carried out more effectively if the capital of the fund, or the relevant portion of the capital, could be expended as well as income accruing to it, rather than just such income.

(3A) If—

(a) an amount falls to be repaid to or paid into the fund by the charity trustees because the charity trustees have borrowed an amount from the fund,

(b) the amount when repaid or paid would fall to be added to the fund and to be subject to the same restrictions as to expenditure as apply to the other capital in the fund, and

the charity trustees may resolve for the purposes of this section that the obligation to repay or pay the amount ought to cease to have effect either wholly or in part.

(3B) The condition is that the charity trustees are satisfied that the purposes set out in the trusts to which the fund is subject could be carried out more effectively if the obligation ceased to have effect to that extent.

(4) The charity trustees—

(a) must send a copy of any resolution under subsection (2) or (3A) to the Commission, together with a statement of their reasons for passing it, and

(b) may not implement the resolution except in accordance with sections 283 and 284.

(5) In this section—

“adjusted market value”, in relation to an endowment fund, means the current market value of the fund as determined on a valuation carried out for the purpose—reduced by the value, if any, of the benefit of the debt owed by the charity trustees representing outstanding borrowing from the fund on the date of that valuation, andincreased by the amount of the charity trustees’ outstanding borrowing from the fund on that date;”;

“available endowment fund” has the same meaning as in section 281;

“market value”, in relation to an endowment fund, means—the market value of the fund as recorded in the accounts for the last financial year of the relevant charity, orif no such value was so recorded, the current market value of the fund as determined on a valuation carried out for the purpose.

“outstanding borrowing” means outstanding borrowing by virtue of section 284A or otherwise.

(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Notice of, and information about, s.282 resolution

283

(1) Having received the copy of the resolution under section 282(4), the Commission may—

(a) direct the charity trustees to give public notice of the resolution in such manner as is specified in the direction, and

(b) if it gives such a direction, must take into account any representations made to it—

(i) by persons appearing to it to be interested in the charity, and

(ii) within the period of 28 days beginning with the date when public notice of the resolution is given by the charity trustees.

(2) The Commission may also direct the charity trustees to provide the Commission with additional information or explanations relating to—

(a) the circumstances in and by reference to which they have decided to act under section 282, or

(b) their compliance with any obligation imposed on them by or under section 282 or this section in connection with the resolution.

When and how s.282 resolution takes effect

284

(1) When considering whether to concur with the resolution under section 282(2) or (3A), the Commission must take into account—

(a) any evidence made available to it as to the wishes of any donor or donors to the available endowment fund, and

(b) any changes in circumstances relating to the available endowment fund since it was established (including, in particular, the financial position of the fund, the needs of those who can benefit from the fund, and the social, economic and legal environment).

(2) The Commission must not concur with the resolution unless it is satisfied—

(a) that its implementation would accord with the spirit of any gift or gifts to the available endowment fund (even though it would be inconsistent with the restrictions mentioned in section 282(2)), and

(b) that the charity trustees have complied with the obligations imposed on them by or under section 282 or 283 in connection with the resolution.

(3) Before the end of the relevant period, the Commission must notify the charity trustees in writing—

(a) that the Commission concurs with the resolution, or

(b) that it does not concur with it.

(4) The “relevant period” means—

(a) the period of 60 days beginning with the date on which the Commission receives the copy of the resolution in accordance with section 282(4), or

(b) that period as modified by subsection (4A) or (4B).

(4A) If under section 283(1) the Commission directs the charity trustees to give public notice of a resolution, the running of the relevant period is suspended from the date on which the direction is given to the charity trustees until the end of the period of 42 days beginning with the date on which public notice of the resolution is given by the charity trustees.

(4B) If under section 283(2) the Commission directs the charity trustees to provide any information or explanations, the running of the relevant period is suspended from the date on which the direction is given to the charity trustees until the date on which the information or explanations is or are provided to the Commission.

(5) Where—

(a) the charity trustees are notified by the Commission that it concurs with the resolution, or

(b) the relevant period has elapsed without the Commission notifying them that it does not concur with the resolution,

the fund or portion may, by virtue of this section, be expended in carrying out the purposes set out in the trusts to which the fund is subject without regard to the restrictions mentioned in section 282(2) or (as the case may be) the obligation to repay or pay the amount to the fund ceases to have effect, by virtue of this section, to the extent resolved by the trustees under section 282(3A).

(6) Where the resolution passed under section 282(3A) relates to all outstanding obligations to repay amounts to or pay amounts into the fund in respect of the amount borrowed from the fund, any other obligation which falls to be carried out by the charity trustees because the charity trustees have borrowed that amount from the fund ceases to have effect when the obligations to repay or pay amounts cease to have effect.

Supplementary

Power to alter sums specified in this Part

285

(1) The Secretary of State may by order amend any provision listed in subsection (2)—

(a) by substituting a different sum for the sum for the time being specified in that provision, ...

(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(2) The provisions are—

section 282(1) (adjusted market value and market value of fund for purposes of resolution to spend larger fund ...).

(3) The Secretary of State may by regulations amend—

(a) the period of time specified in section 284A (2)(b), or

(b) the multiplier in the formula set out in section 284B (1),

so as to substitute a different time period or multiplier (as the case may be) for the period or multiplier for the time being specified in that provision.

Effect of provisions relating to vesting or transfer of property

286

No vesting or transfer of any property in pursuance of any provision of this Part operates as a breach of a covenant or condition against alienation or gives rise to a forfeiture.

Part 14 — Special trusts

Meaning of “special trust”

287

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Power to spend capital subject to special trusts: general

288

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Resolution to spend capital subject to special trusts: larger fund

289

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Notice of, and information about, s.289 resolution

290

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

When and how s.289 resolution takes effect

291

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Power to alter sum specified in s.289

292

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Part 15 — Local charities

Indexes and reviews etc.

Meaning of “local charity”

293

In this Act, except in so far as the context otherwise requires, “local charity” means, in relation to any area, a charity established for purposes which are—

(a) by their nature, or

(b) by the trusts of the charity,

directed wholly or mainly to the benefit of that area or of part of it.

Local authority’s index of local charities

294

(1) A council may maintain an index of local charities or of any class of local charities in the council's area, and may publish information contained in the index, or summaries or extracts taken from it.

(2) A council proposing to establish or maintaining under this section an index of local charities or of any class of local charities must, on request, be supplied by the Commission free of charge—

(a) with copies of such entries in the register of charities as are relevant to the index, or

(b) with particulars of any changes in the entries of which copies have been supplied before;

and the Commission may arrange that it will without further request supply a council with particulars of any such changes.

(3) An index maintained under this section must be open to public inspection at all reasonable times.

Reviews of local charities by local authority

295

(1) A council may—

(a) subject to the following provisions of this section, initiate, and carry out in co-operation with the charity trustees, a review of the working of any group of local charities with the same or similar purposes in the council's area, and

(b) make to the Commission such report on the review and such recommendations arising from it as the council, after consultation with the trustees, think fit.

(2) A council having power to initiate reviews under this section may—

(a) co-operate with other persons in any review by them of the working of local charities in the council's area (with or without other charities), or

(b) join with other persons in initiating and carrying out such a review.

(3) No review initiated by a council under this section is to extend—

(a) to any charity without the consent of the charity trustees, or

(b) to any ecclesiastical charity.

(4) No review initiated under this section by a district council is to extend to the working in any county of a local charity established for purposes similar or complementary to any services provided by county councils unless the review so extends with the consent of the council of that county.

(5) Subsection (4) does not apply in relation to Wales.

S.294 and s.295: supplementary

296

(1) In sections 294 and 295 and this section “council” means—

(a) a district council,

(b) a county council,

(d) a London borough council, or

(e) the Common Council of the City of London.

(2) A council may employ any voluntary organisation as their agent for the purposes of sections 294 and 295, on such terms and within such limits (if any) or in such cases as they may agree.

(3) In subsection (2), “voluntary organisation” means any body—

(a) whose activities are carried on otherwise than for profit, and

(b) which is not a public or local authority.

(4) A joint board discharging any of a council's functions has the same powers under sections 294 and 295 and this section as the council as respects local charities in the council's area which are established for purposes similar or complementary to any services provided by the board.

Co-operation between charities, and between charities and local authorities

297

(1) Any local council and any joint board discharging any functions of a local council—

(a) may make, with any charity established for purposes similar or complementary to services provided by the council or board, arrangements for co-ordinating—

(i) the activities of the council or board, and

(ii) those of the charity,

in the interests of persons who may benefit from those services or from the charity, and

(b) is at liberty to disclose to any such charity in the interests of those persons any information obtained in connection with the services provided by the council or board, whether or not arrangements have been made with the charity under this subsection.

(2) In subsection (1), “local council” means—

(a) in relation to England—

(i) a district council,

(ii) a county council,

(iii) a London borough council,

(iv) a parish council,

(v) the Common Council of the City of London, or

(vi) the Council of the Isles of Scilly, and

(b) in relation to Wales—

(i) a county council,

(ii) a county borough council, or

(iii) a community council.

(3) Charity trustees may, regardless of anything in the trusts of the charity, by virtue of this subsection do all or any of the following things, if it appears to them likely to promote or make more effective the work of the charity—

(a) they may co-operate in any review undertaken under section 295 or otherwise of the working of charities or any class of charities;

(b) they may make arrangements with an authority acting under subsection (1) or with another charity for co-ordinating their activities and those of the authority or of the other charity;

(c) they may publish information of other charities with a view to bringing them to the notice of those for whose benefit they are intended.

(4) Charity trustees may defray the expense of acting under subsection (3) out of any income or money applicable as income of the charity.

Parochial charities

Transfer of property to parish or community council or its appointees

298

(1) This section applies where trustees hold any property—

(a) for the purposes of a public recreation ground, or of allotments (whether under inclosure Acts or otherwise), for the benefit of inhabitants of a parish having a parish council or (in Wales) community having a community council, or

(b) for other charitable purposes connected with such a parish or community;

and it applies to property held for any public purposes as it applies to property held for charitable purposes.

But it does not apply where trustees hold property for an ecclesiastical charity.

(2) The trustees may, with the approval of the Commission and with the consent of the parish or community council, transfer the property to—

(a) the parish or community council, or

(b) persons appointed by the parish or community council;

and the council or their appointees must hold the property on the same trusts and subject to the same conditions as the trustees did.

Local authorities’ power to appoint representative trustees

299

(1) This section applies where a parochial charity in a parish or (in Wales) a community is not—

(a) an ecclesiastical charity, or

(b) a charity founded within the preceding 40 years.

(2) If the charity trustees do not include persons—

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Charities Act 2011

Limits to s.218

219

Duty of CIO members

220

Duties of charity trustees

221

Personal benefit and payments

222

Regulations about procedure of CIOs

223

CHAPTER 3 — Amendment of constitution

Amendment of constitution and procedure

224

Amendment of constitution and charitable status

225

Amendment of constitution and Commission’s consent

226

Registration and coming into effect of amendments

227

CHAPTER 4 — Conversion, amalgamation and transfer

Conversion of certain bodies to CIO

Application for conversion by charitable company

228

Application for conversion by registered society

229

Commission to consult appropriate registrar and others

230

Cases where application must or may be refused

231

Provisional and final registration of converting body

232

Effect of registration becoming final

233

Conversion of community interest company

234

Amalgamation of CIOs

Application for amalgamation of CIOs

235

Notice of application for amalgamation

236

Cases where application must or may be refused

237

Registration of amalgamated CIO

238

Effect of registration

239

Transfer of CIO's undertaking to another CIO

Resolutions about transfer of CIO’s undertaking to another CIO

240

Notice of transfer of CIO’s undertaking to another CIO

241

Cases where confirmation of resolution must or may be refused

242

Confirmation of resolution

243

Effect of confirmation of resolution

244

CHAPTER 5 — Supplementary

Regulations about winding up, insolvency and dissolution

245

Power to make further provision about CIOs

246

Meaning of “CIO regulations”

247

Meaning of “benefit”

248

Meaning of “connected person”

249

Effect of provisions relating to vesting or transfer of property

250

Part 12 — Incorporation of charity trustees

General

Incorporation of charity trustees

251

Estate to vest in incorporated body

252

Gifts to take effect as gifts to incorporated body

253

Liability of charity trustees not affected by incorporation