Guidance to help with running your charity during the coronavirus (COVID-19) outbreak

Guidance to help with running your charity during the coronavirus (COVID-19) outbreak

Understandably, charities are concerned about what to do during the coronavirus (COVID-19) outbreak, so we have set out our response to the most commonly asked questions.

We want to assure charities that our approach to regulation during this uncertain period will be as flexible and pragmatic as possible in the public interest, whilst helping trustees to be aware of and think about the wider or longer impact of their decisions on their charity.

We are working hard to keep our contact centre open.

During the current crisis we will be prioritising registrations, permissions, reporting and other interactions related to coronavirus.

We will update this page with responses to further questions.

Government financial support for charities

The UK government has announced a range of funds available to charities.

Find out more about:

• what funding is available to charities
• how to apply

Government financial support for voluntary, community and social enterprise organisations

Charity meetings

In England, the government introduced a national lockdown in January 2021. In Wales, the government introduced alert level 4 restrictions in December 2020.

These restrictions mean if you can, you should hold trustee or member meetings online or by telephone (see the section below on how to do this). However, if you cannot do this, you can hold trustee or members’ meetings in person if this is necessary to provide voluntary or charitable services.

More government guidance about restrictions on leaving home and gatherings in England and Wales:

National lockdown guidance for England.

COVID-19 alert levels for Wales.

AGMs and other meetings: postponing or cancelling meetings

Coronavirus continues to have a major impact on charity events and trustees need to consider how and if they can hold meetings.

Charitable companies and Charitable Incorporated Organisations (CIOs) can hold AGMs and other members’ meetings online – this has been made possible by the Corporate Insolvency and Governance Act 2020 and applies until 30 March 2021.

For other types of meetings, or for any other type of charity, trustees need to check if their charity’s governing document allows them to hold meetings online or by telephone. Where it does not, an alternative may be to amend it to allow meetings to be held in this way.

We recognise that for some charities virtual meetings are not a viable solution, nor are socially distanced face-to-face meetings. In such instances trustees may consider they have no choice but to cancel or postpone their AGMs and other critical meetings.

If you do consider such a decision is necessary, you should follow any rules in your charity’s governing document that allow for postponement, adjournment or cancellation. If there are no such rules, but you decide that this is still the best course of action for your charity in the current circumstances, you should record the reasons for this decision to demonstrate good governance of your charity. This is particularly important if it is not possible to hold your AGM which may make it difficult for you to finalise your annual reports and accounts.

Wherever possible, we would ask you to get your annual reports to us on time. However, where the situation impacts on the completion of annual returns and accounts, charities with an imminent filing date can email us.

Please include your charity name and charity registration number when you email us: filingextension@charitycommission.gov.uk

Holding meetings online or by telephone

In the current situation, it may be difficult to hold face-to-face meetings. Some charities have clauses in their governing documents that allow them to meet virtually or to use telephone facilities, so we advise trustees to check their governing document and see if they can make amendments themselves to facilitate changes as to how or when meetings are held.

Generally, if there is no such clause in the governing document and you decide to hold meetings over the phone or using digital solutions, we will understand but you should record this decision and that you have done this to demonstrate good governance of your charity.

In the specific cases of members’ meetings (not trustee / director meetings) of Charitable Incorporated Organisations or charitable companies, held between 26 March 2020 and 30 March 2021:

• they may be held by phone / video or other electronic means, even if the governing document requires them to be held physically face-to-face
• members still have the right to vote, but the charity can require this to be done electronically, or by other means (such as by post)
• members will not have the right to attend a meeting in person or participate in meetings other than to vote

If you rely on these provisions, you must ensure that this decision is recorded in the minutes and that all other meeting requirements are met. You should ensure that you have a robust system to ensure only those eligible to vote can do so and that you record who has voted and the percentages of votes cast.

This temporary amendment is in the Corporate Insolvency and Governance Act 2020 and also applies to exempt charities that are community benefit or friendly societies. It has been extended from 30 December to 30 March 2021.

Mergers and collaborative working

We know that the pressures of the pandemic may mean that charities need to reassess how they operate in order to avoid reducing services or closing down. In some cases this may be through collaborating or merging with one or more other charities. In some circumstances, mergers, or other forms of collaborative working, may make better use of charitable funds and property and provide better services for your beneficiaries.

The Commission has guidance and a checklist on mergers and collaborative working.

Charities in search of partners for collaboration or merger can use our register of charities to find potential partners.

You can search the register of charities by:

• name, objects or activities
• income
• where they operate
• who they help
• how they operate

Using reserves and restricted funds

We understand that many charities are currently very concerned about their financial position. In the first instance, trustees should consider what are their short, medium and longer term priorities, and see if they need to amend their financial planning given their current situation. Trustees are encouraged in particular to think about whether or not certain projects, spends or activities can be stopped or delayed in order to focus on essential spending if they are facing financial challenges at this time.

Reserves can be spent to help cope with unexpected events like those unfolding at present.

You should identify which of your funds or assets have limits on their use. If these are internal only – for example your charity has decided to earmark certain funds for a particular purpose – you may be able to re-prioritise these. If they are restricted funds, meaning they cannot be spent at your (trustees) discretion, then they may only be used for a particular and defined purpose. For example, a fundraising appeal may restrict funds to a specific purpose, or if you have a permanent endowment, it may have restrictions on selling it to release funds.

If there are restrictions, in some instances there may be ways to amend these restrictions, but accessing or releasing restricted funds should only be considered if other options such as reserves are not possible. The Commission encourages you to also carefully consider the wider and longer term impacts of making such a decision on your financial resilience and donor relationships. You should seek professional advice on this if you can. The Commission will be as helpful as possible, and offer what guidance we can.

All decisions on such financial matters should normally be taken collectively, and significant decisions and action points noted in writing. We have further detailed guidance on financial resilience; on charity reserves; and a general tool to help trustees work out what to focus on.

Insolvency help for charitable companies and charitable incorporated organisations

New provisions have been introduced by the Corporate Insolvency and Governance Act 2020 to help businesses continue operating and avoid insolvency during this period of economic uncertainty due to COVID-19. These provisions apply to charitable companies, and the majority of the provisions also apply to Charitable Incorporated Organisations (CIOs).

The provisions cover:

• moratoriums, offering companies and CIOs breathing space from debt enforcement action so they have the chance to explore options for rescue or restructure
• limiting termination clauses in supply contracts, to provide for continuity of supplies so companies and CIOs can carry on operating
• temporary suspension of wrongful trading provisions, allowing company directors and trustees of CIOs to continue operating a charity through the emergency without the threat of personal liability. These provisions which applied between 1 March and 30 September 2020, have been reinstated, so that it won’t be possible to bring wrongful trading claims in relation to losses caused by trading between 26 November 2020 and 30 April 2021
• temporary suspension of the use of statutory demands and a restriction on winding up petitions, where a company or CIO cannot pay its bills due to the coronavirus emergency. These provisions apply from 1 March until 31 December 2020
• support for viable companies struggling with debt to restructure under a new procedure – these provisions do not apply to CIOs

You can get more detailed information on all these provisions from the Insolvency Service

The act also introduces new provisions about holding member meetings. You can find more information on these provisions in our guidance on AGMS and other meetings

Further advice on managing financial difficulties

We have provided further advice for trustees of charities, especially smaller ones, facing financial difficulties because of the coronavirus pandemic.

Manage financial difficulties in your charity caused by coronavirus

It sets out the factors that help trustees to decide how to proceed in the best interests of their charity and some practical steps for understanding their charity’s financial position, creating a plan and making decisions. It also covers what to consider and do when closing a charity and what information to send to the Charity Commission.

Charity objects: understand if you can help with coronavirus efforts

Naturally, lots of charities are considering whether they can help the effort to tackle COVID-19 and its severe impact on people right across the country. You should first consider the terms of your charity’s existing charitable objects. These are set out in your governing document.

Objects that might already allow you to offer support include:

• the relief of poverty
• the relief of need hardship or distress
• the relief of the elderly
• the advancement of education or advancement in life of young people
• the advancement of health

Trustees of charities with other objects may also be able to adapt and respond to COVID-19 either directly or indirectly. For example, a charity with an object to advance religion may be able to offer support as part of its pastoral work. An arts charity might help relieve isolation through its online work. Your charity may also have a general object that allows you to act for any charitable purposes, or an object that allows you to support the general benefit of a local area.

In considering what you can do under your existing objects you will need to check whether your objects have restrictions, for example, to benefit a particular local area or class of beneficiaries.

If your existing objects do not allow you to help, you may be able to amend your governing document to change them. But consider carefully:

• whether there are other charities that may be better placed to respond than yours. You can find contact details for relevant local charities on our register
• the wider and longer-term impacts of changing your charity’s objects including on your existing beneficiaries

If you want to change your charitable objects, you should check to see whether your trustees have the powers to amend them, for example using an express power in your governing document. If not, you may need permission from us. For example if your organisation is a company or a CIO, a change to the objects is a ‘regulated amendment’ which would require our consent.

Any changes proposed should be reasonable, consistent with what your charity does, and not undermine your existing objects. We will prioritise requests required urgently because of COVID-19.

See further, more detailed, guidance on alterations to governing documents for unincorporated charities and charitable companies and governing document guidance for CIOs.

Reporting serious incidents to the Charity Commission

We appreciate that during the coronavirus pandemic the charity sector will face extremely demanding and ever-changing challenges. Charities’ primary interest must be looking after the beneficiaries they serve. It is important during the pandemic that trustees continue to consider matters that may need to be reported as a serious incident.

See new guidance on reporting a serious incident during the coronavirus pandemic.

Keeping people safe

This pandemic is already giving rise to that spirit of charity and community that brings people together, and we appreciate and value that people will want to help others during the challenges we are all facing. But now more than ever it is critical to ensure that charities protect and safeguard their beneficiaries, volunteers and staff.

This is all the more relevant for those directly helping communities or vulnerable members of society who are self-isolating. Our safeguarding guidance is a source of support on how to keep people safe, and what steps you should take if you identify concerns.

Fundraising and coronavirus appeals

Many charities are already raising funds and launching appeals to support others during this pandemic. Our guidance about emergency appeals explains how your charity can help when responding to an emergency. It includes advice about collaborating with other charities and changing your charity’s objects to support emergencies.

Trading subsidiaries – financial support from parent charities

In normal times a non-charitable trading subsidiary can be a source of vital income for the charity that owns it. We know that for many subsidiaries this income is being seriously impacted by the Coronavirus pandemic. Where the subsidiary is at risk of no longer being financially viable, charity trustees may need to decide if their charity can temporarily support the subsidiary to help it through these difficulties.

When making this decision as a trustee, you have a duty to put the interests of your charity first and consider whether financial support can be justified as an investment.

For example, if no other sources of help are available, it may be possible – because of the particular difficulties caused by Covid-19 – to justify a cash injection (or other temporary financial support such as the deferment of loan or rent payments) from the charity to manage cash-flow. Trustees should have good grounds to believe that the subsidiary will become profitable within a reasonable timescale and that it can sustain the loss of income in the meantime. They should also be satisfied that the charity can afford to provide the support and that its assets will be not be placed at undue risk.

Our guidance, Trustees, Trading and Tax (CC35) provides advice on your duties to help you make this decision (see sections 4.8, 4.12 and4.16).

If support for a trading subsidiary cannot be justified as being in the charity’s best interests, other options – including restructuring the subsidiary, redesigning its purpose, role and activities, or closure – will need to be considered by the subsidiary’s directors in conjunction with the charity’s trustees.

In most instances, trustees should not need to contact the Commission about making this decision. They will need to consider carefully the immediate and long-term situation, their charity’s finances and the likely future prospects for the subsidiary, taking professional or specialist advice if needed. Make sure you follow our decision-making guidance (CC27), keep a record of how you made your decision and that the Annual Report and Return provide clear and transparent information about any support for the subsidiary.

This guidance is most relevant to non-charitable subsidiaries that trade in order to generate income for the parent charity. For other types of subsidiary facing financial difficulties as a result of Covid-19 – for example, that carry out the purposes of the charity – similar considerations apply. Trustees must be able to justify financial support as being in the best interests of the parent charity but they do not need to justify it as an investment.

Reducing or returning contractual fees in return for a modified service

As a result of COVID-19, some charities have been asking us about whether they must or should reduce or return contractual sums, such as fees for education or training, because they are changing their usual service.

• your charity may be required to do this under its contract with the service-user, or because of consumer law – take professional advice if you need it. Your charity’s obligations may have changed as a result of COVID-19
• even if not under a legal obligation, your charity may want to reduce or return fees. If you want to reduce fees because you consider this to be in your charity’s best interests, then generally you can do so. You can take a variety of factors into account including protecting your charity’s reputation with its service users and others
• you can take this approach without Commission agreement unless it is not possible under your governing document. It is not an ex gratia situation (which requires consent of the Commission) because the decision is not being made because of a moral duty towards an individual. It is made in the best interests of your charity

What to consider if you have no legal obligation, but wish to reduce or return fees

Any decision must be in your charity’s best interests and in line with your purposes. Here are some of the things to consider when making your decision:

• a cost-benefit analysis of a reduction in fees
• the terms of your contract (for example, any rules you must follow to amend your contract) and governing document
• the level of reduction in your service
• the current and projected financial position of your charity
• long-term considerations for your charity, including maintaining the relationship with, and the “custom” of, your service users
• your charity’s immediate and longer-term reputation
• whether your actions create a precedent for your charity
• what mid-way options might be appropriate (for example means tested reductions/ receiving monthly rather than quarterly payments/ time-limiting the reduction)

Follow our decision-making guidance if you are considering reducing or returning fees. Where decisions are likely to have a substantial impact, you should ensure the decision is recorded carefully so you can demonstrate your decision-making generally if required.

Working with a company or business to help with coronavirus

Charities can work with non-charitable companies or businesses in a number of ways.

For example, you could:

• provide a service or run a project together
• have staff seconded or volunteering for your organisation
• enter into a commercial partnership to raise funds (for example, a company donates a percentage of sales and uses your charity’s name on their promotional material)

You should:

• make sure that linking with a business for this purpose is in your charity’s best interests and that your trustees support it
• ensure that any activities you carry out fit with your charity’s purposes
• identify, address, and review risks as well as benefits
• consider any conflicts of interest or risks to your charity’s reputation

Any charity can enter into a commercial partnership to raise money but they must follow specific rules.

Guidance on working with companies and professional fundraisers

Fundraising Regulator guidance: Professional fundraisers, commercial participators and partners

Charity statement of recommended practice (SORP) guidance

The Charity SORP making body has issued advice about what and how to report.

Information from other organisations

Other organisations also have resources that may help charities during the COVID-19 crisis.

• Association of Chairs
• National Council for Voluntary Organisations (NCVO)
• Small Charities Coalition
• Welsh Council for Voluntary Action (WCVA)

Local charities in England can get support throughout this crisis from their local sector support and development organisation. Search the National Association for Voluntary and Community Action (NAVCA) member tool to find support near you.

 

From:The Charity Commission