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Making changes to governing documents

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Use this page to learn about the types of changes you can make to your governing document and the related rules.

Governing documents set out the purposes of your organisation, the powers of your organisation, and the rules related to the way organisation is run.

Creating your governing document

When your organisation is set up, you’ll adopt a governing document or a set of rules.

If you’re in the process of establishing your charity, you can find out more about setting up your governing documents from what they should include to the different types of documents which exist for different forms.

As your organisation grows and changes, you may add in supporting documents to your main governing document. These might be in the form of policies, guidance, or other rules which support your main document.

Types of changes to your governing document

Your governing document will set out your powers of amendment. These powers can be used to make changes to most aspects of your governing document, though the changes you can make will depend on your legal structure.

Changes you have the power to make yourself are unregulated changes. These changes will still need to be approved by your trustees and/or your members, but they don’t need prior permission of the Charity Commission.

There are certain types of change that do need regulator permission before they are made. These are regulated changes.

Regulated changes

There are a number of areas of governing documents that need Charity Commission approval before they can be changed. These are different depending on your legal structure.

To make any of the changes listed below, you’ll need to contact the Charity Commission in advance and explain why the change is necessary.

Reviewing your governing document

Governing documents need to be reviewed regularly with professional help both to make sure they’re still suitable for the organisation and are legally up to date.

To change your governing document you must comply with:

  • any amendment clauses in your governing document
  • charity law
  • company law (for charitable companies).

If your organisation is an unincorporated charitable trust, the changes need to be agreed at a trustees’ meeting. For membership bodies, changes need to be agreed at a general meeting of members.

In all cases, evidence of the decision needs to be submitted to the Charity Commission in order for the change to take place.

The Charity Commission has produced detailed guidance on making changes to your governing document.

You can also apply to change your charity’s governing document online with the Charity Commission.

Last reviewed: 29 April 2022

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This page was last reviewed for accuracy on 29 April 2022

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