Extension of provisions allowing charities to hold virtual meetings: a quick guide
The Corporate Insolvency and Governance Act 2020 introduced provisions that relaxed the rules and allowed greater flexibility for holding meetings for SCIOs, charitable companies and other corporate bodies.
The provisions allowed meetings to take place virtually even when not provided for by the organisation’s constitution.
They would also supersede any prohibition on virtual meetings contained within organisations’ constitutions - guaranteeing their validity and allowing key meetings to take place even under current Covid-related restrictions.
The legal timeline
At the end of September these measures were extended from 30 September 2020 to 30 December 2020. With 2021 looming the measures have again been extended by legislation passed in Holyrood and Westminster.
On 25 November 2020 the Corporate Insolvency and Governance Act 2020 (Coronavirus) (Suspension of Liability for Wrongful Trading and Extension of the Relevant Period) Regulations 2020/1349 were laid before Westminster.
These regulations came into force the following day and extended the period of presumed validity of virtual meetings from 30 December 2020 to 30 March 2021.
This set of specific regulations extended the period in respect of: building societies, friendly societies, companies, charitable incorporated organisations and co-operative and community benefit societies.
This was followed by the Scottish Government introducing the Corporate Insolvency and Governance Act 2020 (Meetings of Scottish Charitable Incorporated Organisations) (Coronavirus) (No. 2) Regulations 2020 on 9 December 2020.
These will come into force on 30 December 2020 and similarly extend the period during which meetings of SCIOs can be held virtually, from 30 December 2020 to 30 March 2021.
What does this mean for your charity?
If you are an incorporated charity in Scotland you will be able to take advantage of the provisions allowing virtual meetings up until 30 March 2020.
Indeed, OSCR’s guidance is that incorporated charities should continue to meet (virtually) to allow them to continue to operate and fulfil their governance obligations as best they can.
Additionally, OSCR has encouraged all charities (regardless of legal form) to consider adding provisions to their governing document to allow virtual meetings.
It seems that the governments will continue to extend the provisions as long as restrictions are in place that preclude in-person meetings.
However, perpetual extension is not guaranteed. Indeed OSCR’s guidance suggests that this may be the last time the provisions are extended.
If you are an organisation that has taken advantage of the ability to hold virtual meetings and found them to be beneficial, then consideration should be given to whether you wish to amend your constitution to make specific provision for them going forward.
This is something which we are currently assisting a number of third sector organisations with, and would be happy to help you do the same.
15th December 2020
We explore the English Charity Governance Code.
26th October 2020
UK Supreme Court judgment concerning charities restricting their public benefit to one group.
30th September 2020
The Regulations extend the period for companies, SCIOs and other corporate bodies to hold their AGM.