Charities & Not-for-Profit

Strong governance underpins effective and resilient charities. We advise trustees on their duties and responsibilities, helping them to make confident decisions that are consistent with their charitable objects and the expectations of regulators, funders and beneficiaries.

We draft, review and update governing documents for all types of charitable organisations, including charitable companies, CIOs, Royal Charters and trusts. This includes advising on constitutional amendments, incorporation, trustee powers and safeguards, and ensuring governing documents remain fit for purpose as organisations evolve.

We support boards in undertaking governance reviews and audits, and putting in place clear and proportionate governance frameworks, including policies on conflicts of interest, decision making, delegation, risk management and board effectiveness. We also advise on trustee appointments, removals and succession planning, as well as the provision of trustee training.

Our governance advice often accompanies periods of change or challenge, such as rapid growth, leadership transition, increased regulatory scrutiny or internal dispute. We help charities navigate these situations with clarity and sensitivity, keeping trustees focused on their charitable mission.

Choosing the right legal structure at the outset is critical and can have long-term implications for governance, tax efficiency, risk management and funding. We advise on the full range of charitable and not-for-profit structures, including CIOs, charitable companies, trusts and group structures involving trading subsidiaries.

We support clients through the process of setting up new charities and not-for-profit organisations, including advising on charitable purposes, drafting constitutions and supporting applications to the Charity Commission and HMRC for the registration of all types of new charity. We also advise on establishing and registering trading and other non-charitable subsidiaries.

For existing organisations, we assist with charity mergers, restructurings, incorporations and changes of legal form where the original structure no longer meets operational or strategic needs. This includes managing regulatory approvals and ensuring continuity of assets, contracts and governance arrangements.

Where charities need to carry out activities that involve higher risk or that cannot be undertaken directly by the charity, we advise on the use of trading subsidiaries and wider group structures. This includes helping trustees decide when a subsidiary is appropriate, and putting proper governance and oversight arrangements in place, so that the commercial activity is able to support the charity without exposing its assets to undue risk.

We also work with founders, families and philanthropists establishing new charitable vehicles, helping them translate philanthropic intentions into clear, workable legal structures aligned with their long-term objectives.

Charities operate within a complex and evolving regulatory framework. We advise on ongoing compliance with charity law and Charity Commission regulation, including the requirements of the Charities Act 2011, as amended, and associated guidance.

We help charities manage their regulatory relationships with confidence, including seeking Charity Commission consents, when necessary, supporting serious incident reporting, responding to Charity Commission queries and investigations, and identifying and advising on regulatory risks before they escalate.

Our advice extends to compliance with the requirements of other regulators and sources of best practice, including in areas such as safeguarding, fundraising regulation, data protection and financial controls. We also advise on tax compliance and governance issues that arise in connection with charitable and trading activities.

Where compliance issues intersect with employment, disputes, reputational risk or data protection, we co-ordinate advice across the firm to deliver practical and proportionate solutions.

Charities and not-for-profit organisations regularly enter into commercial arrangements that are critical to their sustainability and impact. We advise on the legal and regulatory issues that arise in connection with day-to-day commercial activities.

This includes advising on grant making and funding arrangements, sponsorship and fundraising agreements, collaborations and partnerships, and procurement. We help trustees understand and manage risk while allowing organisations to operate effectively and enter into appropriate commercial relationships.

We advise charities on investment, lending and borrowing, including mission-related and programme-related investment, social investment structures and facilities. Our advice focuses on balancing trustees’ legal duties with practical considerations around risk, return and impact.

We also advise on trading activities, intellectual property, data use and commercial exploitation of charitable assets, drawing on our wider commercial expertise to support well-run and resilient organisations.