Charities are unique organisations and the sector is one of the most heavily regulated in the UK. Setting up and operating a charity requires a thorough understanding of the niche legal and regulatory framework, particularly if there are also plans to carry out trading activities.
Our solicitors have extensive specialist knowledge of the requirements which are unique to charities, and also provide trustees with practical, strategic and commercial advice to support them in achieving their long-term objectives.
Setting up a new charity
If you are thinking about setting up a charity, you must consider carefully what you are trying to achieve, including the charitable purpose for your organisation.
You will need to decide upon the best organisational structure for your charity, for example whether you will operate through:
- a charitable incorporated organisation (CIO);
- a charitable company by guarantee;
- a charitable trust, or
- an unincorporated association.
This requires careful analysis, depending on your goals and financial plans. The structure you choose could have significant implications for your charity, its trustees, and long-term operations. You will also need a governing document to define the rules under which your charity will run. Further, you may need to register your charity with The Charity Commission.
There are many factors to consider when setting up a charity. However, it is vital that your charity is set up correctly from the start, to avoid potential risks later in the future.
Our services include:
- initial advice on your objectives;
- advising on the best structure for forming a charity;
- advising on the requirements to register with The Charity Commission;
- incorporation, including private companies limited by guarantee and CIOs;
- registering with The Charity Commission;
- preparing charity governing documents, such as charity constitutions and articles of association; and
- advice on any trading operations, including helping structure and manage trading activities, and setting up a charity trading subsidiary.
Restructuring a charity or merging
It is not uncommon for a charity to need to restructure its organisation, and in some cases it may make sense to merge with another charity with closely aligned objectives.
An organisational restructure or a merger will require a lot of planning and requires detailed consideration of a wide range of legal issues. We will assist you with practical guidance and transactional support to help you achieve your objectives.
Our support includes:
- advice and strategic planning;
- conversion or restructuring unincorporated associations to incorporated charities;
- dealing with the transfers of assets, liabilities, employees and contracts;
- formalising a charity merger; and
- dealing with the closing and dissolution of a charity.
Our multi-disciplinary teams support charities on a wide range of operational issues, such as advising on intellectual property and brand protection, as well as the full range of company, commercial, property and employment law issues.
Charity trustees have considerable responsibilities and take on the risk of many potential liabilities. Therefore, it is important that you prioritise good governance standards and have a strong governance framework in place to mitigate against risks.
Our support includes:
- advising on charity governance issues;
- advising on and updating governing documents;
- drafting, reviewing and amending policies and procedures; and
- drafting commercial contracts for trading activities.
Occasionally a dispute can arise, for example between trustees or members, or over a legacy, or with a supplier or other third party. If this happens, such disputes can be dealt with by our dispute resolution team.
Our Commercial Property solicitors support charities with all property related matters, including:
- acquisitions and disposals;
- commercial lettings;
- portfolio management;
- land development;
- real estate finance;
- investment strategy;
- trust arrangements; and
- resolution of property related disputes.
Charities Act advice
The Charities Act imposes a range of obligations on charitable organisations which must be complied with when dealing with a property transaction. For example, in the context of a sale there is an obligation on the trustees to achieve the best possible deal and a procedure that must be followed to ensure this is done. Where a sale is agreed that is non-compliant, there is a risk that the transaction could be susceptible to challenge and that it may be set aside.
We can advise you on the obligations that apply to a transaction you may be considering, and ensure that the decisions you take are made properly so they are beyond reproach. We will also support you to make decisions that are constitutionally sound and commercially sensible.
The charities sector is one of the UK’s largest landowners, and in view of this it is common for organisations to be approached by developers who are keen to acquire specific sites.
In this scenario, you will need to carefully consider any offers that are made and ensure that where a sale is agreed it is on terms that will provide a real benefit to the charity and its beneficiaries, and that it is structured in a way that maximises the return on your investment and takes full advantage of all available tax reliefs and exemptions.
Working closely with the development and planning lawyers in our team, we can advise you on the development potential of a site and on the various means by which a project could be taken forward, including via collaboration with the developer in certain cases.
We can also provide advice on the use of an overage agreement where appropriate, to ensure that you benefit from any future increase in the value of your land, for example as a result of planning permission subsequently being obtained, the land being ‘flipped’ (i.e. sold on by the developer) for a higher price within a defined period, or where the developer generates significant sales revenue once the development has been completed and sold on.
Taking on a lease
Where you plan to take a lease on a property, we can advise you on the proposed lease terms and also help to resolve any landlord and tenant issues that may arise during your period of occupation. This includes dealing with rent reviews, lease renewals, requests made by you for permission to sub-let part of your premises to diversify your income stream, and requests by your landlord that you vacate your premises at the end of the current lease term.
We can also advise you on your eligibility to claim charitable rate relief or discretionary relief from your local authority.
Property ownership is a great way for charities to generate much needed income and to build up a valuable asset base, but the property within your portfolio needs to be carefully managed to ensure it remains in good condition and is generating a healthy return.
Working alongside other professional advisors, we can provide a comprehensive portfolio management service that helps to take care of your property investments. This includes supporting you in the development of a portfolio strategy, agreeing leases and dealing with tenancy matters, facilitating portfolio restructuring and rationalisation and also helping to resolve property-related disputes with the help of our litigation team.
Why choose Geoffrey Leaver Solicitors?
Our charity lawyers based in Milton Keynes have wide-ranging experience in acting for several diverse charity clients. Our charitable clients include some of the largest charities in the region.
Recent examples of our work include:
- advising a charitable faith group which has centres throughout the country on constitutional matters;
- advising on and incorporating as a CIO a previously unincorporated charity which manages a local village hall; and
- advising a charity whose main objective is to manage land on its trading subsidiary.
Our solicitors are immersed in the charity sector and have been heavily involved with various charities on a range of interesting projects, including acting as trustees. Members of our team are an active part of the Charity Law Association and passionate about the charities industry.
What our clients say:
“From my first meeting with Danielle through until completion of our job I felt entirely in knowledgeable and capable hands. I was always kept up-to-date with the progress and milestones we needed to take and Danielle was efficient and diligent in following up with all parties to ensure the process moved along smoothly. Danielle was always available to answer and clarify any queries I had. I’d be very happy to recommend Danielle and her team at Geoffrey Leaver and will of course take any future legal problems I may have directly to Danielle for her expertise.”
The Commercial & Property Team
Tim Roberts Senior Partner
Company Commercial 01908 689356Tim Roberts is Head of the Department and the firm’s Senior Partner. He began his career as a solicitor in the City of London before moving to Geoffrey Leaver Solicitors Company Commercial department. He has over 30 years of experience in Company Commercial and specialises in all aspects of the sale and purchase of companies and businesses, including management buy-outs, corporate restructuring, banking and corporate finance.
Richard Willis Consultant Solicitor
Commercial Property 01908 689315Richard specialises in Property Law, representing clients from small family businesses to large PLC’s’ He also acts for local Councils, Parish Councils, landowners, investors, developers, lenders, Housing Associations and Charities.
David Barton Consultant
Commercial Property 01908 689395David Barton joined Geoffrey Leaver Solicitors in 2014 along with his planning and property development team from Williams & Company in Ampthill. David is widely known for his expertise in helping farmers, landowners and property developers grow houses on their land. David now assists the team as a Consultant.
Georgina Page Solicitor
Commercial Property 01908 689361Georgina joined Geoffrey Leaver Solicitors in October 2014 from Williams & Company in Ampthill. Georgina completed the Legal Practice Course at Sheffield University after graduating from Sheffield Hallam University with a 2:1 in Law (LLB) and qualified as a Fellow of the Chartered Institute of Legal Executives in 2020.
Simon Parrott Consultant Solicitor
Commercial Property 01908 689374Simon deals with Commercial Property and Business transactions and has many years’ experience in dealing with complex or unusual transactions. In addition, he has dealt with property and commercial disputes for over 35 years and brings that dispute resolution experience to the table when advising clients on their property or commercial transactions.
Kelly Steedon Paralegal
Commercial Property 01908 689391Kelly joined the Commercial Property Team in November 2022 as an experienced Paralegal. Kelly has a diploma from the Council for Licensed Conveyancers and is currently working towards qualifying with the Chartered Institute of Legal Executives with the ultimate goal of qualifying as a solicitor.