Governing Documents

Good governance means that decisions are consistent with the relevant governing document of your institution. The governing document defines the objectives, the area you serve, powers, rules and procedures of your institution.There is a number of different types of governing documents, including, for instance, a Constitution for an association, a trust deed, articles of association, or a Memorandum of association.

The governing document should contain the following information:

– The institution’s mission statement or value statement
– Who is involved in the strategic oversight of the charity
– What happens if changes to the administrative provisions or purposes need to be made
– What happens if the charity wishes to close

Models of these documents can be found on the Charity Commission website.

Trustees, Directors and Management Committee Members should be familiar with the governing document and must make sure that 1) it is up to date by keeping it regularly under review, 2) still relevant to the institution, and 3) meets the latest legislation.

The governing document should state which officers should be elected at the Annual General Meeting (AGM) and whether the chair is elected at the AGM or by the Trustees/Directors at their first meeting after the AGM.

Finally, the independent nature of the charitable sector is of fundamental importance to society. The governing document and your acts should demonstrate that the organisation is independent and free from undue influence, such as powerful sections, trading companies, local authorities or strong individuals.

If the governing document contains provisions that are unworkable it is possible for these to be changed. Trustees are advised to contact the Charity Commission for further guidance.