What every trustee needs to know

What every trustee needs to know (beginner/refresher session) Bethan WalshSolicitor, Charity Law & Social Enterprise

15th March 2016

IntroductionKey themes•Trustee role and duties•Good Governance•Trustees and staff•Trustee liability

Trustee DutiesBasics•Compliance•Prudence•Care

“The buck stops here”, “Fiduciary Responsibility”Good governance

Trustee Duties - Compliance• Governing Document

– The objects– The powers– Administrative/Appointment provisions

Trustee Duties - Compliance• The law

– Charity law– Company Law– Tax law– Other relevant laws

Trustee Duties - PrudenceSensible Trustees will:•Use assets / funds properly•Operate effective management and financial controls•Keep the charity solvent•Undertake risk assessment•Delegate appropriately•Address special matters – land; borrowing; investments; reserves

Trustee Duties – Duty of Care• Generally

– Reasonable care and skill– Take professional advice

• Statutory duty of care– Companies Act 2006– Charities Act 2011– Trustee Act 2000• Issues– Trustee meetings and acting collectively– Conflicts of interest and loyalty

Trustees & Staff

Trustees StaffStrategy RecommendPolicy UndertakeSupervision Report

Decide and delegate Carry out delegations

Key issues to remember:• Know your governing document• Know and understand your objects• Ensure activities further objects• Ensure public benefit• Avoid/manage conflicts of interest• Read the papers• If in doubt, take advice

Trustee Liability• If trustees have acted prudently and in

accordance with the law and the governing document then:– generally all liability to be met from charity’s

resourcesBut if not :

• Possible personal liability• Collective responsibility

Taking Governance to The Next LevelRead•CC3 – The Essential Trustee•CC10 – Hallmarks Of An Effective Charityand•Good Governance – A Code for The Voluntary & Community Sector•www.governancecode.org

Q & A

Bethan WalshT: 029 2039 1832E: [email protected]

Thank You