Governance Processes To Consider When Appointing Trustees

In the penultimate of a series of blogs for Trustee Week, our Head of Charities, Jenny Simpson, revisits her thoughts on the most common governance issues seen in charities.  First published in 2018 the issues remain the same today;

Finding people willing to serve as Trustees is as difficult as ever and today we look at the governance processes charities should consider when appointing new Trustees;

Before choosing new trustees the Board should undertake a Skills Audit to identify any gaps in the collective knowledge and skills of the current trustees, as a body, which it would be desirable to address via the recruitment process. This will inform the process and how the new Trustees are identified.

Having gone to the effort of finding the right person there are further steps to ensure good governance, which are sometimes overlooked;

OSCR’s Guidance for Charity Trustees makes it clear that, whilst an individual is guilty of a criminal offence if they accept appointment as a charity trustee if they are disqualified from doing so, there is also a collective responsibility on all charity Trustees to make sure that none of them are disqualified. It is therefore recommended that charities have robust procedures when appointing a new Trustee to ensure that this important aspect of good governance is complied with, as well as making sure that new charity Trustees understand the charity, their role and responsibilities so that they are able to make a meaningful contribution from the outset.

Such procedures might include;

  • Asking new trustees to sign a letter confirming that they are not disqualified from acting as a charity trustee;
  • Providing new trustees with a letter seeking out their role and responsibilities and the charity’s expectations of Trustees such as attendance levels;
  • Requiring new trustees to complete a ‘Fit & Proper Person’ declaration
  • Providing new trustees with an Induction Pack of relevant documents such as; the charity’s constitution, the Board’s Policies and procedures, the latest statutory and management accounts; copies of minutes of recent Board meetings; and
  • Inviting new Trustees to visit the charity’s premises, meet the employees and beneficiaries and witness firsthand the charity’s day to day activities.

Another problematic area we encounter is in relation to communication of appointments to Companies House (for charitable companies only). Under the Companies Act 2006 the appointment of a new director (trustee) must be notified to the Registrar of Companies within 14 days. This timescale is frequently breached because new directors (trustees) fail to provide the personal identifier information required to notify Companies House of their appointment timeously. For charitable companies we recommend that the new Trustee procedures are expanded to include provision of companies house information before formal appointment.

This blog is intended as a general overview and discussion of the subjects dealt with. It is not intended to be, and should not be used as a substitute for taking professional advice in any specific situation. Wylie & Bisset LLP (and its subsidiary Wylie & Bisset (Audit) Limited) will accept no responsibility for any actions taken or not taken on the basis of this blog. If you would like further advice or would like to discuss any of the issues raised in the blog then please get in touch with your regular Wylie & Bisset contact or use the contact form on our website.

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