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

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Reform history JSON API

Powers to alter purposes or powers etc. of unincorporated charity

Resolution to replace purposes of unincorporated charity

275

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Notice of, and information about, s.275 resolution

276

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General rule as to when s.275 resolution takes effect

277

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

278

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Replacement of purposes in accordance with s.275

279

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Power to modify powers or procedures of unincorporated charity

280

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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

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Power to spend capital subject to special trusts: general

288

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Resolution to spend capital subject to special trusts: larger fund

289

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Notice of, and information about, s.289 resolution

290

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When and how s.289 resolution takes effect

291

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Power to alter sum specified in s.289

292

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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—

(a) elected by the local government electors or inhabitants of the parish or community, or

(b) appointed by the parish council or parish meeting or (in Wales) by the community council or the county council or (as the case may be) county borough council,

the parish council or parish meeting or the community council or the county council or county borough council may appoint additional charity trustees, to such number as the Commission may allow.

(3) If there is a sole charity trustee not elected or appointed as mentioned in subsection (2), the number of the charity trustees may, with the approval of the Commission, be increased to 3, of whom—

(a) one may be nominated by the person holding the office of the sole trustee, and

(b) one may be nominated by the parish council or parish meeting or by the community council or the county council or county borough council.

Powers of appointment deriving from pre-1894 powers

300

(1) Subsection (2) applies where, under the trusts of a charity other than an ecclesiastical charity—

(a) the inhabitants of a rural parish (whether in vestry or not), or

(b) a select vestry,

were formerly (in 1894) entitled to appoint charity trustees for, or trustees or beneficiaries of, the charity.

(2) The appointment is to be made—

(a) in a parish having a parish council or (in Wales) a community having a community council, by the parish or community council, or in the case of beneficiaries, by persons appointed by the parish or community council;

(b) in a parish not having a parish council or (in Wales) a community not having a community council, by the parish meeting or by the county council or (as the case may be) county borough council.

(3) Subsection (4) applies where—

(a) overseers as such, or

(b) except in the case of an ecclesiastical charity, churchwardens as such,

were formerly (in 1894) charity trustees of or trustees for a parochial charity in a rural parish, either alone or jointly with other persons.

(4) Instead of the former overseer or church warden trustees there are to be trustees (to a number not greater than that of the former overseer or churchwarden trustees) appointed—

(a) by the parish council or, if there is no parish council, by the parish meeting, or

(b) by the community council or, if there is no community council, by the county council or (as the case may be) county borough council.

(5) In this section “formerly (in 1894)” relates to the period immediately before the passing of the Local Government Act 1894 and “former” is to be read accordingly.

Powers of appointment deriving from pre-1927 powers

301

(1) Subsection (2) applies where, outside Greater London (other than the outer London boroughs), overseers of a parish as such were formerly (in 1927) charity trustees of or trustees for any charity, either alone or jointly with other persons.

(2) Instead of the former overseer trustees there are to be trustees (to a number not greater than that of the former overseer trustees) appointed—

(a) by the parish council or, if there is no parish council, by the parish meeting, or

(b) (in Wales) by the community council or, if there is no community council, by the county council or (as the case may be) county borough council.

(3) In the case of an urban parish existing immediately before the passing of the Local Government Act 1972 which after 1st April 1974 is not comprised in a parish, the power of appointment under subsection (2) is exercisable by the district council.

(4) In this section “formerly (in 1927)” relates to the period immediately before 1 April 1927 and “former” is to be read accordingly.

Term of office of trustees appointed under s.299 to s.301

302

(1) Any appointment of a charity trustee or trustee for a charity which is made by virtue of sections 299 to 301 must be for a term of 4 years, and a retiring trustee is eligible for re-appointment.

But this is subject to subsections (2) and (3).

(2) On an appointment under section 299, where—

(a) no previous appointments have been made by virtue of—

(i) section 299, or

(ii) the corresponding provision of the Local Government Act 1894, the Charities Act 1960 or the Charities Act 1993, and

(b) more than one trustee is appointed,

half of those appointed (or as nearly as may be) must be appointed for a term of 2 years.

(3) An appointment made to fill a casual vacancy must be for the remainder of the term of the previous appointment.

S.298 to s.302: supplementary

303

(1) In sections 299 and 300, “parochial charity” means, in relation to any parish or (in Wales) community, a charity the benefits of which are, or the separate distribution of the benefits of which is, confined to inhabitants of—

(a) the parish or community,

(b) a single ancient ecclesiastical parish which included that parish or community or part of it, or

(2) Sections 298 to 302 do not affect the trusteeship, control or management of any foundation or voluntary school within the meaning of the School Standards and Framework Act 1998.

(3) Sections 298 to 302—

(a) do not apply to the Isles of Scilly, and

(b) have effect subject to any order (including any future order) made under any enactment relating to local government with respect to local government areas or the powers of local authorities.

Supplementary

Effect of provisions relating to vesting or transfer of property

304

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 16 — Charity mergers

Registration

Register of charity mergers

305

(1) There continues to be a register of charity mergers, to be kept by the Commission in such manner as it thinks fit and maintained by it.

(2) The register must contain an entry in respect of every relevant charity merger which is notified to the Commission in accordance with section 307 and such procedures as it may determine.

Meaning of “relevant charity merger” etc.

306

(1) In this Part “relevant charity merger” means—

(a) a merger of two or more charities in connection with which one of them (“the transferee”) has transferred to it all the property of the other or others, each of which (a “transferor”) ceases to exist, or is to cease to exist, on or after the transfer of its property to the transferee, or

(b) a merger of two or more charities (“transferors”) in connection with which both or all of them cease to exist, or are to cease to exist, on or after the transfer of all of their property to a new charity (“the transferee”).

(2) In the case of a merger involving the transfer of property of any charity—

(a) which has both ... permanent endowment and other property (“unrestricted property”), ...

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

subsection (1)(a) or (b) applies subject to the modifications in subsection (3).

(3) The modifications in relation to any such charity are—

(a) the reference to all of its property is to be treated as a reference to all of its unrestricted property, and

(b) any reference to its ceasing to exist is to be treated as omitted.

(4) In this section and sections 307 and 308—

(a) any reference to a transfer of property includes a transfer effected by a vesting declaration, and

(b) “vesting declaration” means a declaration to which section 310(2) applies.

Notification of charity mergers

307

(1) A notification under section 305(2) may be given in respect of a relevant charity merger at any time after—

(a) the transfer of property involved in the merger has taken place, or

(b) (if more than one transfer of property is so involved) the last of those transfers has taken place.

(2) If a vesting declaration is made in connection with a relevant charity merger, a notification under section 305(2) must be given in respect of the merger once the transfer, or the last of the transfers, mentioned in subsection (1) has taken place.

(3) A notification under section 305(2) is to be given by the charity trustees of the transferee and must—

(a) specify the transfer or transfers of property involved in the merger and the date or dates on which it or they took place,

(b) include a statement that appropriate arrangements have been made with respect to the discharge of any liabilities of the transferor charity or charities, and

(4) The matters are—

(a) the fact that the vesting declaration in question has been made,

(b) the date when the declaration was made, and

Details to be entered in register of charity mergers

308

(1) Subsection (2) applies to the entry to be made in the register of charity mergers in respect of a relevant charity merger, as required by section 305(2).

(2) The entry must—

(a) specify the date when the transfer or transfers of property involved in the merger took place,

(b) if a vesting declaration was made in connection with the merger, set out the matters mentioned in section 307(4), and

Right to inspect register of charity mergers

309

(1) The register of charity mergers must be open to public inspection at all reasonable times.

(2) Where any information contained in the register is not in documentary form, subsection (1) is to be read as requiring the information to be available for public inspection in legible form at all reasonable times.

Vesting declarations and effect of merger on certain gifts

Pre-merger vesting declarations

310

(1) Subsection (2) applies to a declaration which—

(a) is made by deed for the purposes of this section by the charity trustees of the transferor,

(b) is made in connection with a relevant charity merger, and

(c) is to the effect that (subject to subsections (3) and (4)) all of the transferor's property is to vest in the transferee on such date as is specified in the declaration (“the specified date”).

(2) The declaration operates on the specified date to vest the legal title to all of the transferor's property in the transferee, without the need for any further document transferring it.

This is subject to subsections (3) and (4).

(3) Subsection (2) does not apply to—

(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(b) any land held by the transferor under a lease or agreement if, had the transferor assigned its interest in the land on the specified date to the transferee, that assignment would have given rise to—

(i) an actionable breach of covenant or condition against alienation, or

(ii) a forfeiture, or

(c) any shares, stock, annuity or other property which is only transferable in books kept by a company or other body or in a manner directed by or under any enactment.

(4) In its application to registered land within the meaning of the Land Registration Act 2002, subsection (2) is subject to section 27 of that Act (dispositions required to be registered).

Effect of registering charity merger on gifts to transferor

311

(1) This section applies where a relevant charity merger is registered in the register of charity mergers.

(2) Subsection (2A) applies to a gift, other than an excluded gift, if—

(a) the gift would have taken effect as a gift to the transferor if the transferor had been in existence, 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 merger.

(2A) The gift takes effect as a gift to the transferee.

(3) A gift is an excluded gift if—

(a) the transferor is a charity within section 306(2), and

(b) the gift is intended to be held subject to the trusts on which the whole or part of the charity's permanent endowment is held.

“Transferor” and “transferee” etc. in s.310 and s.311

312

(1) In sections 310 and 311—

(a) any reference to the transferor, in relation to a relevant charity merger, is a reference to the transferor (or one of the transferors) within the meaning of section 306, and

(b) any reference to all of the transferor's property, where the transferor is a charity within section 306(2), is a reference to all of the transferor's unrestricted property (within the meaning of section 306(2)(a)).

(2) In sections 310 and 311, any reference to the transferee, in relation to a relevant charity merger, is a reference to—

(a) the transferee (within the meaning of section 306), if it is a company or other body corporate, and

(b) otherwise, the charity trustees of the transferee (within the meaning of section 306).

Supplementary

Effect of provisions relating to vesting or transfer of property

313

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.

Exception for CIOs

314

Nothing in this Part applies in a case where section 235 (amalgamation of CIOs) or 240 (transfer of CIO's undertaking to another CIO) applies.

Part 17 — The Tribunal

CHAPTER 1 — General

The Tribunal

315

(1) In this Act, “the Tribunal” in relation to any appeal, application or reference, means—

(a) the Upper Tribunal, in any case where it is determined by or under Tribunal Procedure Rules that the Upper Tribunal is to hear the appeal, application or reference, or

(b) the First-tier Tribunal, in any other case.

(2) The Tribunal has jurisdiction to hear and determine—

(a) such appeals and applications as may be made to the Tribunal in accordance with Chapter 2, or any other enactment, in respect of decisions, orders or directions of the Commission, and

(b) such matters as may be referred to the Tribunal in accordance with Chapter 3 by the Commission or the Attorney General.

(3) Such appeals, applications and matters are to be heard and determined by the Tribunal in accordance with Chapters 2 and 3, or any such enactment, taken with—

(a) rules made under section 316(2), and

(b) Tribunal Procedure Rules.

Rules relating to appeals, applications or references

316

(1) This section applies in relation to appeals, applications or references to the Tribunal which are mentioned in section 315(2).

(2) The Lord Chancellor may make rules—

(a) specifying steps which must be taken before appeals, applications or references are made to the Tribunal (and the period within which any such steps must be taken);

(b) requiring the Commission to inform persons of their right to appeal or apply to the Tribunal following a final decision, direction or order of the Commission.

(3) Tribunal Procedure Rules may make any other provision regulating the exercise of rights to appeal or to apply to the Tribunal and matters relating to the making of references to it.

(4) Rules under subsection (2) or (3) may confer a discretion on—

(a) the Tribunal, or

(b) any other person.

(5) Rules of the Lord Chancellor under this section—

(a) are to be made by statutory instrument, and

(b) are subject to annulment in pursuance of a resolution of either House of Parliament.

(6) Rules of the Lord Chancellor under this section may make—

(a) different provision for different cases, and

(b) such supplemental, incidental, consequential or transitional provision or savings as the Lord Chancellor considers appropriate.

Appeal from Tribunal

317

(1) For the purposes of sections 11(2)and 13(2) of the Tribunals, Courts and Enforcement Act 2007, the Commission and the Attorney General are to be treated as parties to cases before the Tribunal in respect of any such appeal, application or reference as is mentioned in section 315(2).

(2) In the case of an appeal under section 11 or 13 of the Tribunals, Courts and Enforcement Act 2007 against a decision of the Tribunal which determines a question referred to it by the Commission or the Attorney General, the tribunal or court hearing the appeal—

(a) must consider afresh the question referred to the Tribunal, and

(b) may take into account evidence which was not available to the Tribunal.

Intervention by Attorney General

318

(1) This section applies to any proceedings—

(a) before the Tribunal, or

(b) on an appeal from the Tribunal,

to which the Attorney General is not a party.

(2) The appropriate body may at any stage of the proceedings direct that all the necessary papers in the proceedings be sent to the Attorney General.

(3) A direction under subsection (2) may be made by the appropriate body—

(a) of its own motion, or

(b) on the application of any party to the proceedings.

(4) The Attorney General may—

(a) intervene in the proceedings in such manner as the Attorney General thinks necessary or expedient, and

(b) argue before the appropriate body any question in relation to the proceedings which the appropriate body considers it necessary to have fully argued.

(5) Subsection (4) applies whether or not a direction is given under subsection (2).

(6) In this section “the appropriate body” means the Tribunal or, in the case of an appeal from the Tribunal, the tribunal or court hearing the appeal.

CHAPTER 2 — Appeals and applications to Tribunal

Appeals: general

319

(1) Except in the case of a reviewable matter (see section 322) an appeal may be brought to the Tribunal against any decision, direction or order mentioned in column 1 of Schedule 6.

(2) Such an appeal may be brought by—

(a) the Attorney General, or

(b) any person specified in the corresponding entry in column 2 of Schedule 6.

(3) The Commission is to be the respondent to such an appeal.

(4) In determining such an appeal the Tribunal—

(a) must consider afresh the decision, direction or order appealed against, and

(b) may take into account evidence which was not available to the Commission.

(5) The Tribunal may—

(a) dismiss the appeal, or

(b) if it allows the appeal, exercise any power specified in the corresponding entry in column 3 of Schedule 6.

Appeals: orders under s.52

320

(1) Section 319(4)(a) does not apply in relation to an appeal against an order made under section 52 (power to call for documents).

(2) On such an appeal the Tribunal must consider whether the information or document in question—

(a) relates to a charity;

(b) is relevant to the discharge of the functions of the Commission or the official custodian.

(3) The Tribunal may allow such an appeal only if it is satisfied that the information or document in question does not fall within subsection (2)(a) or (b).

Reviews

321

(1) An application may be made to the Tribunal for the review of a reviewable matter.

(2) Such an application may be made by—

(a) the Attorney General, or

(b) any person mentioned in the entry in column 2 of Schedule 6 which corresponds to the entry in column 1 which relates to the reviewable matter.

(3) The Commission is to be the respondent to such an application.

(4) In determining such an application the Tribunal must apply the principles which would be applied by the High Court on an application for judicial review.

(5) The Tribunal may—

(a) dismiss the application, or

(b) if it allows the application, exercise any power mentioned in the entry in column 3 of Schedule 6 which corresponds to the entry in column 1 which relates to the reviewable matter.

Reviewable matters

322

(1) In this Chapter references to reviewable matters are to—

(a) decisions to which subsection (2) applies, and

(b) orders to which subsection (3) applies.

(2) This subsection applies to decisions of the Commission—

(a) to institute an inquiry under section 46 with regard to a particular institution;

(b) to institute an inquiry under section 46 with regard to a class of institutions;

(d) not to make a common deposit scheme under section 100;

(e) not to make an order under section 105 (power to authorise dealings with charity property etc.) in relation to a charity;

(ea) not to make an order under section 106 (power to authorise ex gratia payments etc) in relation to a charity;

(f) not to make an order under section 117 (restrictions on dispositions of land) in relation to land held by or in trust for a charity;

(g) not to make an order under section 124 (restrictions on mortgages) in relation to a mortgage of land held by or in trust for a charity.

(3) This subsection applies to an order made by the Commission under section 147(2) (investigation and audit) in relation to a charitable company.

Remission of matters to Commission

323

References in column 3 of Schedule 6 to the power to remit a matter to the Commission are to the power to remit the matter—

(a) generally, or

(b) for determination in accordance with a finding made or direction given by the Tribunal.

Power to amend provisions relating to appeals and applications to Tribunal

324

(1) The Secretary of State may by order—

(a) amend or otherwise modify an entry in Schedule 6,

(b) add an entry to Schedule 6, or

(2) An order under subsection (1) may make such amendments, repeals or other modifications of—

(a) sections 319 to 323, or

(b) an enactment which applies this Chapter and Schedule 6,

as the Secretary of State considers appropriate in consequence of any change in Schedule 6 made by the order.

(3) Subsections (1) and (2) apply (with the necessary modifications) in relation to section 57 of the Charities Act 2006 as if—

(a) that section were contained in this Chapter, and

(b) the reference in subsection (2) to sections 319 to 323 included a reference to any other provision relating to appeals to the Tribunal which is contained in Chapter 1 of Part 3 of the Charities Act 2006.

CHAPTER 3 — References to Tribunal

References by Commission

325

(1) A question which—

(a) has arisen in connection with the exercise by the Commission of any of its functions, and

(b) involves either the operation of charity law in any respect or its application to a particular state of affairs,

may be referred to the Tribunal by the Commission if the Commission considers it desirable to refer the question to the Tribunal.

(2) The Commission may make such a reference only with the consent of the Attorney General.

(3) The Commission is to be a party to proceedings before the Tribunal on the reference.

(4) The following are entitled to be parties to proceedings before the Tribunal on the reference—

(a) the Attorney General, and

(b) with the Tribunal's permission—

(i) the charity trustees of any charity which is likely to be affected by the Tribunal's decision on the reference,

(ii) any such charity which is a body corporate, and

(iii) any other person who is likely to be so affected.

References by Attorney General

326

(1) A question which involves—

(a) the operation of charity law in any respect, or

(b) the application of charity law to a particular state of affairs,

may be referred to the Tribunal by the Attorney General if the Attorney General considers it desirable to refer the question to the Tribunal.

(2) The Attorney General is to be a party to proceedings before the Tribunal on the reference.

(3) The following are entitled to be parties to proceedings before the Tribunal on the reference—

(a) the Commission, and

(b) with the Tribunal's permission—

(i) the charity trustees of any charity which is likely to be affected by the Tribunal's decision on the reference,

(ii) any such charity which is a body corporate, and

(iii) any other person who is likely to be so affected.

Powers of Commission in relation to matters referred to Tribunal

327

(1) This section applies where a question which involves the application of charity law to a particular state of affairs has been referred to the Tribunal under section 325 or 326.

(2) The Commission must not take any steps in reliance on any view as to the application of charity law to that state of affairs until—

(a) proceedings on the reference (including any proceedings on appeal) have been concluded, and

(b) any period during which an appeal (or further appeal) may ordinarily be made has ended.

(3) Where—

(a) paragraphs (a) and (b) of subsection (2) are satisfied, and

(b) the question has been decided in proceedings on the reference,

the Commission must give effect to that decision when dealing with the particular state of affairs to which the reference related.

Suspension of time limits while reference is in progress

328

(1) Subsection (2) applies if—

(a) section 327(2) prevents the Commission from taking any steps which it would otherwise be permitted or required to take, and

(b) the steps in question may be taken only during a period specified in an enactment (“the specified period”).

(2) The running of the specified period is suspended for the period which—

(a) begins with the date on which the question is referred to the Tribunal, and

(b) ends with the date on which paragraphs (a) and (b) of section 327(2) are satisfied.

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

Agreement for Commission to act while reference is in progress

329

(1) Section 327(2) does not apply in relation to any steps taken by the Commission with the agreement of—

(a) the persons who are parties to the proceedings on the reference at the time when those steps are taken, and

(b) (if not within paragraph (a)) the charity trustees of any charity which—

(i) is likely to be directly affected by the taking of those steps, and

(ii) is not a party to the proceedings at that time.

(2) The Commission may take those steps despite the suspension in accordance with section 328(2) of any period during which it would otherwise be permitted or required to take them.

(3) Section 327(3) does not require the Commission to give effect to a decision as to the application of charity law to a particular state of affairs to the extent that the decision is inconsistent with any steps already taken by the Commission in relation to that state of affairs in accordance with this section.

Appeals and applications in respect of matters determined on references

330

(1) No appeal or application may be made to the Tribunal by a person to whom subsection (2) applies in respect of an order or decision made, or direction given, by the Commission in accordance with section 327(3).

(2) This subsection applies to a person who was at any stage a party to the proceedings in which the question referred to the Tribunal was decided.

(3) Any enactment (including one contained in this Act) which provides for an appeal or application to be made to the Tribunal has effect subject to subsection (1).

Interpretation

331

(1) In this Chapter—

“charity law” means—any enactment contained in, or made under, this Act or the Charities Act 2006,any other enactment specified in regulations made by the Secretary of State, andany rule of law which relates to charities, and

“enactment” includes an enactment comprised in subordinate legislation (within the meaning of the Interpretation Act 1978), and includes an enactment whenever passed or made.

(2) The exclusions contained in section 10(2) (ecclesiastical corporations etc.) do not have effect for the purposes of this Chapter.

Part 18 — Miscellaneous and supplementary

Administrative provisions about charities

Manner of giving notice of charity meetings, etc.

332

(1) All notices which are required or authorised by the trusts of a charity to be given to a charity trustee, member or subscriber—

(a) may be sent by post, and

(b) if sent by post, may be addressed to any address given as the address of the charity trustee, member or subscriber in the list of such persons for the time being in use at the office or principal office of the charity.

(2) Subsections (3) and (4) apply where a notice is required by the trusts of the charity to be given to a charity trustee, member or subscriber.

(3) If the notice is given by post, it is to be treated as having been given by the time at which the letter containing it would be delivered in the ordinary course of post.

(4) If the notice is a notice of any meeting or election, the notice need not be given to any charity trustee, member or subscriber who, in the list mentioned in subsection (1)(b), has no address in the United Kingdom.

Conferral of authority to execute documents

333

(1) Charity trustees may, subject to the trusts of the charity, confer on any two or more of their body—

(a) a general authority, or

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

to execute in the names and on behalf of the charity trustees documents for giving effect to transactions to which the charity trustees are a party.

(2) Any document executed in pursuance of an authority under subsection (1) is of the same effect as if executed by the whole body.

(3) 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, 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, as a continuing authority given by the charity trustees from time to time of the charity and exercisable by such charity trustees.

(4) In any authority under this section to execute a document in the names and on behalf of charity trustees there is, unless the contrary intention appears, implied authority also to execute it for them 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.

(5) Where a document purports to be executed in pursuance of this section, then in favour of a person who (then or afterwards) in good faith acquires for money or money's worth—

(a) an interest in or charge on property, or

(b) the benefit of any covenant or agreement expressed to be entered into by the charity trustees,

it is conclusively presumed to have been duly executed by virtue of this section.

(6) The powers conferred by this section are in addition to and not in derogation of any other powers.

Transfer and evidence of title to property vested in trustees

334

(1) Subsection (2) applies where, under the trusts of a charity, trustees of property held for the purposes of the charity may be appointed or discharged by resolution of a meeting of the charity trustees, members or other persons.

(2) A memorandum declaring a trustee to have been so appointed or discharged is sufficient evidence of that fact if the memorandum—

(a) is signed either at the meeting by the person presiding or in some other manner directed by the meeting, and

(b) is attested by two persons present at the meeting.

(3) A memorandum evidencing the appointment or discharge of a trustee under subsection (2), if executed as a deed, has the same operation under section 40 of the Trustee Act 1925 (vesting declarations as respects trust property in deeds appointing or discharging trustees) as if the appointment or discharge were effected by the deed.

(4) For the purposes of this section, where a document purports to have been signed and attested as mentioned in subsection (2), then on proof (whether by evidence or as a matter of presumption) of the signature the document is presumed to have been so signed and attested, unless the contrary is shown.

(5) This section applies to a memorandum made at any time, except that subsection (3) applies only to those made on or after 1 January 1961.

(6) This section applies in relation to any institution to which the Literary and Scientific Institutions Act 1854 applies as it applies in relation to a charity.

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

Enforcement powers of Commission etc.

Enforcement of requirements by order of Commission

335

(1) If a person fails to comply with any requirement imposed by or under this Act then (subject to subsection (2)) the Commission may by order give that person such directions as it considers appropriate for securing that the default is made good.

(2) Subsection (1) does not apply to any such requirement if—

(a) a person who fails to comply with, or is persistently in default in relation to, the requirement is liable to any criminal penalty, or

(b) the requirement is imposed by—

(i) an order of the Commission to which section 336 applies, or

(ii) a direction of the Commission to which section 336 applies by virtue of section 338(2).

Enforcement of orders of Commission

336

(1) A person guilty of disobedience to an order mentioned in subsection (2) may on the application of the Commission to the High Court be dealt with as for disobedience to an order of the High Court.

(2) The orders are—

(a) an order of the Commission under—

section 52(1) (power to call for documents),

section 84 (power to direct specified action to be taken),

section 84A (power to direct specified action not to be taken),

section 84B (power to direct winding up),

section 85 (power to direct application of charity property),

section 87 (supervision of certain Scottish charities),

section 155 (power to direct compliance with regulations giving auditors etc. access to information etc.),

section 184 (civil consequences of acting while disqualified),

section 186 (disqualification of charity trustee or trustee receiving remuneration under section 185),

section 263 (dissolution of incorporated body),

(b) an order of the Commission under—

section 69 (concurrent jurisdiction with High Court for certain purposes), or

any of sections 76 and 79 to 81 (powers to act for protection of charities etc.),

requiring a transfer of property or payment to be called for or made, or

Other provisions as to orders of Commission

337

(1) Any order made by the Commission under this Act may include such incidental or supplementary provisions as the Commission thinks expedient for carrying into effect the objects of the order.

(2) Where the Commission exercises any jurisdiction to make an order under this Act on an application or reference to it, it may insert any such provisions in the order even though the application or reference does not propose their insertion.

(2A) Where an application is made for an order under this Act or the Commission proposes to make such an order, the Commission—

(a) may itself give such public notice as it thinks fit of the contents of the order applied for or proposed to be made, or

(b) may require it to be given by—

(i) any person making an application for the order, or

(ii) any charity that would be affected by the order.

(3) Where the Commission makes an order under this Act, the Commission—

(a) may itself give such public notice as it thinks fit of the making or contents of the order, or

(b) may require it to be given by—

(i) any person on whose application the order is made, or

(ii) any charity affected by the order.

(3A) Where the Commission’s written consent is sought under section 67A, 198, 226 or 280A in relation to a charity, the Commission—

(a) may itself give such public notice as it thinks fit of the contents of the consent sought, or

(b) may require it to be given by the charity.

(3B) Where the Commission gives written consent under section 67A, 198, 226 or 280A in relation to a charity, the Commission—

(a) may itself give such public notice as it thinks fit of the giving or contents of the consent, or

(b) may require it to be given by the charity.

(4) The Commission may, with or without any application or reference to it, discharge an order in whole or in part, and subject or not to any savings or other transitional provisions, if—

(a) it made the order under any provision of this Act other than section 263 (dissolution of incorporated body), and

(b) at any time within 12 months after it made the order, it is satisfied that the order was made by mistake or on misrepresentation or otherwise than in conformity with this Act.

(5) Except for the purposes of subsection (4) or an appeal under this Act, an order made by the Commission under this Act—

(a) is to be treated as having been duly and formally made, and

(b) is not to be called in question on the ground only of irregularity or informality,

but (subject to any further order) has effect according to its tenor.

(6) Any order made by the Commission under any provision of this Act may be varied or revoked by a subsequent order so made and may include transitional provisions or savings.

Directions of the Commission or person conducting inquiry

338

(1) Any direction given by the Commission under any provision of this Act—

(a) may be varied or revoked by a further direction given under that provision, and

(b) must be given in writing.

(2) Sections 336 (enforcement of orders) and 337(1) to (3) and (5) (other provisions as to orders) apply to a direction of the Commission under any provision of this Act as they apply to an order of the Commission.

(3) In subsection (1) the reference to the Commission includes, in relation to a direction under section 47(2) (obtaining evidence etc. for the purposes of an inquiry), a reference to any person conducting an inquiry under section 46.

(4) Nothing in this section is to be read as applying to any directions contained in an order made by the Commission under section 335(1) (directions for securing that default is made good).

Service of orders and directions

339

(1) This section applies to any order or direction made or given by the Commission under this Act.

(2) Any such order or direction may be served on a person (other than a body corporate) by—

(a) delivering it to that person,

(b) leaving it at that person's last known address in the United Kingdom, or

(3) Any such order or direction may be served on a body corporate by delivering it or sending it by post—

(a) to the registered or principal office of the body in the United Kingdom, or

(b) if it has no such office in the United Kingdom, to any place in the United Kingdom where it carries on business or conducts its activities (as the case may be).

(4) Any such order or direction may also be served on a person (including a body corporate) by sending it by post to that person at an address notified by that person to the Commission for the purposes of this subsection.

(5) In this section any reference to the Commission includes, in relation to a direction under section 47(2) (obtaining evidence etc. for the purposes of an inquiry), a reference to any person conducting an inquiry under section 46.

Documents and evidence etc.

Enrolment and deposit of documents etc.

340

(1) The Commission may provide books in which any deed, will or other document relating to a charity may be enrolled.

(2) The Commission may accept for safe keeping any document of or relating to a charity, and the charity trustees or other persons having the custody of documents of or relating to a charity (including a charity which has ceased to exist) may with the consent of the Commission deposit them with the Commission for safe keeping, except in the case of documents required by some other enactment to be kept elsewhere.

(3) Regulations made by the Secretary of State may make provision for such documents deposited with the Commission under this section as may be prescribed by the regulations to be destroyed or otherwise disposed of after such period or in such circumstances as may be so prescribed.

(4) Subsection (3) applies to any document—

(a) transmitted to the Commission under section 52, and

(b) kept by the Commission under section 52(3),

as if the document had been deposited with the Commission for safe keeping under this section.

(5) Subsections (3) and (4) apply (with any necessary adaptations) to documents enrolled by, deposited with or transmitted to the Charity Commissioners for England and Wales under corresponding previous enactments, including in particular the Charitable Trusts Act 1853 to 1939.

Evidence of documents received by Commission etc.

341

(1) Subsection (2) applies where a document is enrolled by the Commission or is for the time being deposited with the Commission under section 340.

(2) Evidence of the document's contents may be given by means of a copy certified by any member of the staff of the Commission generally or specially authorised by the Commission to act for this purpose.

(3) A document purporting to be such a copy is to be received in evidence without proof—

(a) of the official position, authority or handwriting of the person certifying it, or

(b) of the original document being enrolled or deposited.

(4) Subsections (2) and (3) apply to any document—

(a) transmitted to the Commission under section 52, and

(b) kept by the Commission under section 52(3),

as if the document had been deposited with the Commission for safe keeping under section 340.

(5) Subsections (2) to (4) apply (with any necessary adaptations) to documents enrolled by, deposited with or transmitted to the Charity Commissioners for England and Wales under corresponding previous enactments, including in particular the Charitable Trusts Act 1853 to 1939.

Report of inquiry to be evidence in certain proceedings

342

(1) A copy of the report of the person conducting an inquiry under section 46, if certified by the Commission to be a true copy, is admissible in any proceedings to which this section applies—

(a) as evidence of any fact stated in the report, and

(b) as evidence of the opinion of that person as to any matter referred to in it.

(2) This section applies to—

(a) any legal proceedings instituted by the Commission under Part 6, and

(b) any legal proceedings instituted by the Attorney General in respect of a charity.

(3) A document purporting to be a certificate issued for the purposes of subsection (1) is to be—

(a) received in evidence, and

(b) treated as such a certificate,

unless the contrary is proved.

Evidence of documents issued by Commission etc.

343

(1) Evidence of any order, certificate or other document issued by the Commission may be given by means of a copy retained by it, or taken from a copy so retained, if the copy is certified to be a true copy by any member of the staff of the Commission generally or specially authorised by the Commission to act for this purpose.

(2) Evidence of an entry in any register kept by the Commission may be given by means of a copy of the entry, if the copy is certified to be a true copy by any member of the staff of the Commission generally or specially authorised by the Commission to act for this purpose.

(3) A document purporting to be such a copy as is mentioned in subsection (1) or (2) is to be received in evidence without proof of the official position, authority or handwriting of the person certifying it.

(4) Subsections (1) and (3) apply to any order, certificate or other document issued by the Charity Commissioners for England and Wales as they apply to any order, certificate or other document issued by the Commission.

Other miscellaneous provisions as to evidence

344

(1) Subsection (2) applies to proceedings to recover or compel payment of any rentcharge or other periodical payment claimed by or on behalf of a charity out of land or of the rents, profits or other income of land, otherwise than as rent incident to a reversion.

(2) If it is shown in any proceedings to which this subsection applies that the rentcharge or other periodical payment has at any time been paid for 12 consecutive years to or for the benefit of the charity—

(a) that is prima facie evidence of the perpetual liability to it of the land or income, and

(b) no proof of its origin is necessary.

(3) In any proceedings, the following documents are admissible as evidence of the documents and facts stated in them—

(a) the printed copies of the reports of the Commissioners for enquiring concerning charities, 1818 to 1837, who were appointed under the Act 58 Geo. 3 c. 91 and subsequent Acts, and

(b) the printed copies of the reports which were made for various counties and county boroughs to the Charity Commissioners by their assistant commissioners and presented to the House of Commons as returns to orders of various dates beginning with 8 December 1890, and ending with 9 September 1909.

Offences

Restriction on institution of proceedings for certain offences

345

(1) No proceedings for an offence to which this section applies are to be instituted except by or with the consent of the Director of Public Prosecutions.

(2) This section applies to any offence under—

(a) section 41 (offences in connection with statements required in official publications etc.),

(b) section 60 (supply of false or misleading information to Commission etc.),

(d) section 173 (offences of failing to supply certain documents), or

(e) section 183(1) (criminal consequences of acting while disqualified).

Offences by bodies corporate

346

(1) If an offence under this Act—

(a) is committed by a body corporate, and

(b) is proved to have been committed with the consent or connivance of, or to be attributable to any neglect on the part of, an officer of the body corporate,

the officer as well as the body corporate is guilty of the offence and liable to be proceeded against and punished accordingly.

(2) In this section, “officer”, in relation to a body corporate, means—

(a) any director, manager, secretary or other similar officer of the body corporate, or

(b) any person who was purporting to act in any such capacity,

and, in relation to a body corporate whose affairs are managed by its members, “director” means a member of the body corporate.

Regulations and orders

Regulations and orders: general

347

(1) Any power of the Secretary of State to make any regulations or order under this Act is exercisable by statutory instrument.

(2) Subject to sections 348(1) and 349(1), regulations or orders of the Secretary of State under this Act are subject to annulment in pursuance of a resolution of either House of Parliament.

(3) Any regulations of the Secretary of State or the Commission and any order of the Secretary of State under this Act may make—

(a) different provision for different cases or descriptions of case or different purposes or areas, and

(b) such supplemental, incidental, consequential, transitory or transitional provision or savings as the Secretary of State or, as the case may be, the Commission considers appropriate.

(4) Nothing in this section applies to an order under paragraph 29 of Schedule 9 (transitory modifications).

Regulations subject to affirmative procedure etc.

348

(1) Section 347(2) (negative procedure) does not apply to—

(a) regulations under section 19 (fees and other amounts payable to Commission) which require the payment of a fee in respect of any matter for which no fee was previously payable;

(b) regulations under section 25 (meaning of “principal regulator”) which amend any provision of an Act;

(ba) regulations under section 178A(4) (offences specified for automatic disqualification of charity trustees);

(ba) regulations under section 181A(8) (conditions for disqualification by order);

(d) regulations under section 285(3) (power to amend period or multiplier specified);

(e) regulations under section 352A (power to amend definition of “connected person”).

(2) No regulations within subsection (1)(a) , (ba) , (bb) , (c), (d) or (e) may be made unless a draft of the regulations has been laid before and approved by a resolution of each House of Parliament.

(3) No regulations within subsection (1)(b) may be made (whether alone or with other provisions) unless a draft of the regulations has been laid before and approved by a resolution of each House of Parliament.

(4) Before making any regulations under—

(za) section 178A(4), if the regulations add an offence,

(zb) section 181A(8), if the regulations add a condition,

(a) Part 8 (charity accounts, reports and returns), or

(b) section 245 or 246 (certain powers to make regulations about CIOs),

the Secretary of State must consult such persons or bodies of persons as the Secretary of State considers appropriate.

Orders subject to affirmative procedure etc.

349

(1) Section 347(2) (negative procedure) does not apply to—

(a) an order under section 23 (power to amend Schedule 3 so as to add or remove exempt charities);

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

(c) an order under section 190 (power to amend provisions relating to indemnity insurance for charity trustees and trustees);

(d) an order under section 324 (power to amend provisions relating to appeals and applications to Tribunal).

(2) No order within subsection (1)(a) may be made (whether alone or with other provisions) unless a draft of the order has been laid before and approved by a resolution of each House of Parliament.

(3) No order within subsection (1)(c) or (d) may be made unless a draft of the order has been laid before and approved by a resolution of each House of Parliament.

(4) If a draft of an instrument containing an order under section 23 would, apart from this subsection, be treated for the purposes of the Standing Orders of either House of Parliament as a hybrid instrument, it is to proceed in that House as if it were not such an instrument.

Interpretation

Connected person: child, spouse and civil partner

350

(1) In sections 118(2)(c), 188(1)(a), 200(1)(a) , 249(2)(a) and 280B(3)(a), “child” includes a stepchild ....

(2) For the purposes of sections 118(2)(e), 188(1)(b), 200(1)(b) , 249(2)(b) and 280B(3)(b), where two people are not married to, or civil partners of, each other but live together as if they were a married couple or civil partners, each of them is to be treated as the spouse or civil partner of the other.

Connected person: controlled institution

351

For the purposes of sections 118(2)(g), 157(1)(a), 188(1)(d), 200(1)(d) , 249(2)(d) and 280B(3)(d), a person controls an institution if the person is able to secure that the affairs of the institution are conducted in accordance with the person's wishes.

Connected person: substantial interest in body corporate

352

(1) For the purposes of sections 118(2)(h), 157(1)(b), 188(1)(e), 200(1)(e) , 249(2)(e) and 280B(3)(e), any such connected person as is there mentioned has a substantial interest in a body corporate if the person or institution in question—

(a) is interested in shares comprised in the equity share capital of that body of a nominal value of more than one-fifth of that share capital, or

(b) is entitled to exercise, or control the exercise of, more than one-fifth of the voting power at any general meeting of that body.

(2) The rules set out in Schedule 1 to the Companies Act 2006 (rules for interpretation of certain provisions of that Act) apply for the purposes of subsection (1) as they apply for the purposes of section 254 of that Act (“connected persons” etc.).

(3) In this section “equity share capital” and “share” have the same meaning as in that Act.

Minor definitions

353

(1) In this Act, except in so far as the context otherwise requires—

“company” means a company registered under the Companies Act 2006 in England and Wales or Scotland;

“the court” means—the High Court, andwithin the limits of its jurisdiction, any other court in England and Wales having a jurisdiction in respect of charities concurrent (within any limit of area or amount) with that of the High Court,and includes any judge or officer of the court exercising the jurisdiction of the court;

“ecclesiastical charity” has the same meaning as in the Local Government Act 1894;

“financial year”—in relation to a charitable company, is to be construed in accordance with section 390 of the Companies Act 2006, andin relation to any other charity, is to be construed in accordance with regulations made by virtue of section 132(3);but this is subject to any provision of regulations made by virtue of section 142(3) (financial years of subsidiary undertakings);

“gross income”, in relation to a charity, means its gross recorded income from all sources including special trusts;

“independent examiner”, in relation to a charity, means such a person as is mentioned in section 145(1)(a);

“members”, in relation to a charity with a body of members distinct from the charity trustees, means any of those members;

“trusts”—in relation to a charity, means the provisions establishing it as a charity and regulating its purposes and administration, whether those provisions take effect by way of trust or not, andin relation to other institutions has a corresponding meaning.

(2) In this Act, except in so far as the context otherwise requires, “document” includes information recorded in any form, and, in relation to information recorded otherwise than in legible form—

(a) any reference to its production is to be read as a reference to the provision of a copy of it in legible form, and

(b) any reference to the provision of a copy of, or extract from, it is accordingly to be read as a reference to the provision of a copy of, or extract from, it in legible form.

(3) For the purposes of this Act, property is “permanent endowment” if it is subject to a restriction on being expended which distinguishes between income and capital.

(4) In this Act, “special trust” means property which—

(a) is held and administered by or on behalf of a charity for any special purposes of the charity, and

(b) is so held and administered on separate trusts relating only to that property.

But a special trust does not, by itself, constitute a charity for the purposes of Part 8 (charity accounts, reports and returns).

Part 19 — Final provisions

Amendments etc.

354

(1) Schedule 7 contains consequential amendments.

(2) Schedule 8 contains transitional provisions and savings.

(3) Schedule 9 contains transitory modifications.

(4) Schedule 10 contains repeals and revocations.

Commencement

355

This Act comes into force at the end of the period of 3 months beginning with the day on which it is passed.

Extent

356

(1) Subject to subsections (2) to (7), this Act extends to England and Wales only.

(2) Chapter 1 of Part 1 (meaning of “charity” and “charitable purpose”: general)—

(a) extends also to Scotland, but affects the law of Scotland only so far as mentioned in section 7;

(b) extends also to Northern Ireland, but affects the law of Northern Ireland only so far as mentioned in section 8.

(3) In Part 5 (information powers), sections 54 to 59 (disclosure of information to and by Commission) extend to the whole of the United Kingdom.

(4) In Part 6 (application of property cy-prs etc.)—

(a) section 68(3) and (4) (amendment of Royal charters by Order in Council where body corporate the subject of a scheme), and

(b) sections 96 to 104 (common investment or deposit funds),

extend also to Northern Ireland.

(5) Paragraph 2 of Schedule 7 (construction of references in enactments and documents to Charity Commissioners for England and Wales) extends also to Scotland and Northern Ireland.

(6) Subject to any provision made by Schedule 7, any amendment, repeal or revocation made by Schedule 7 or 10 has the same extent as the enactment or provision to which it relates.

(7) In Part 2 of Schedule 8 (transitionals and savings: recreational etc. purposes)—

(a) paragraphs 9 to 12 extend also to Scotland but paragraphs 10 and 12 affect the law of Scotland only so far as mentioned in those paragraphs;

(b) paragraphs 9 to 11 and 13 extend also to Northern Ireland but paragraphs 10 and 13 affect the law of Northern Ireland only so far as mentioned in those paragraphs.

Index of defined expressions

357

Schedule 11 lists the places where some of the expressions used in this Act are defined or otherwise explained.

Short title

358

This Act may be cited as the Charities Act 2011.

SCHEDULE 1

Membership

1

(1) The Commission is to consist of—

(a) a person appointed by the Secretary of State to chair the Commission, and

(b) at least 4, but not more than 8, other members appointed by the Secretary of State.

(2) The Secretary of State must exercise the power in sub-paragraph (1) so as to secure that—

(a) the knowledge and experience of the members of the Commission (taken together) includes knowledge and experience of the matters mentioned in sub-paragraph (3),

(b) at least two members have a 7 year general qualification within the meaning of section 71 of the Courts and Legal Services Act 1990, and

(i) knows about conditions in Wales, and

(ii) has been appointed following consultation with the Welsh Ministers.

(3) The matters are—

(a) the law relating to charities,

(b) charity accounts and the financing of charities, and

(4) In sub-paragraph (2)(c) “member” does not include the person appointed to chair the Commission.

Terms of appointment and remuneration

2

The members of the Commission hold and vacate office as such in accordance with the terms of their respective appointments.

3

(1) An appointment of a person to hold office as a member of the Commission must be for a term of no more than 3 years.

(2) A person holding office as a member of the Commission—

(a) may resign that office by giving notice in writing to the Secretary of State, and

(b) may be removed from office by the Secretary of State on the ground of incapacity or misbehaviour.

(3) Before removing a member of the Commission the Secretary of State must consult—

(a) the Commission, and

(b) if the member was appointed following consultation with the Welsh Ministers, the Welsh Ministers.

(4) No person may hold office as a member of the Commission for more than 10 years in total.

(5) For the purposes of sub-paragraph (4), time spent holding office as a Charity Commissioner for England and Wales counts as time spent holding office as a member of the Commission.

4

(1) The Commission must pay to its members such remuneration, and such other allowances, as may be determined by the Secretary of State.

(2) The Commission must, if required to do so by the Secretary of State—

(a) pay such pension, allowances or gratuities as may be determined by the Secretary of State to or in respect of a person who is or has been a member of the Commission, or

(b) make such payments as may be so determined towards provision for the payment of a pension, allowances or gratuities to or in respect of such a person.

(3) Sub-paragraph (4) applies if the Secretary of State determines that there are special circumstances which make it right for a person ceasing to hold office as a member of the Commission to receive compensation.

(4) The Commission must pay to the person a sum by way of compensation of such amount as may be determined by the Secretary of State.

Staff

5

(1) The Commission—

(a) must appoint a chief executive, and

(b) may appoint such other staff as it may determine.

(2) The terms and conditions of service of persons appointed under sub-paragraph (1) are to be such as the Commission may determine with the approval of the Minister for the Civil Service.

Committees

6

(1) The Commission may establish committees and any committee of the Commission may establish sub-committees.

(2) The members of a committee of the Commission may include persons who are not members of the Commission (and the members of a sub-committee may include persons who are not members of the committee or of the Commission).

Procedure etc.

7

(1) The Commission may regulate its own procedure (including quorum).

(2) The validity of anything done by the Commission is not affected by—

(a) a vacancy among its members, or

(b) a defect in the appointment of a member.

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