This is our most popular package with UK residents, and includes: Submission of applications that details company's executive officers Guarantee company formation is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees The appointment of your own candidates as directors and secretary (a minimum of two people are required) The following documents will be e-mailed to you (Note: these documents are to be printed and signed): Electronic Certificate of Incorporation (PDF) Electronic Special Memorandum & Articles of Association (MS Word) Minutes of the First Meeting of Directors (MS Word) Membership Certificates and company Register
Economy Package
£ 92.00
Renewal fees from £50.00
This is our most popular package with EU residents, and includes: Submission of applications that details company's executive officers Company limited by guarantee formation is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees The appointment of your own candidates as directors and secretary (a minimum of two people are required) A registered office address for 12 months, provided by Coddan An application form for the following year's renewal of the Registered Office Address service (£50.00) Annual Return and Annual Account reminder The following documents will be e-mailed to you (Note: these documents are to be printed and signed): Electronic Certificate of Incorporation (PDF) Electronic Special Memorandum & Articles of Association (MS Word) Minutes of the First Meeting of Directors (MS Word) Membership Certificates and company Register
Premier Package
£ 141.95
Renewal fees from £99.95
This is our most popular package with small business, and includes: Submission of applications that details company's executive director Non-profit company registration is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees Applicant appointment of director for company (appointed electronically) A registered office address for 12 months, provided by Coddan An application form for the following year's renewal of the Registered Office Address service (£50.00) Nominee company secretarial service for 12 months (next year - £49.95) The following documents will be posted to you (these documents will be sent via Royal Mail): The original laminated Certificate of Incorporation A bound copy of the Memorandum and Articles of Association The Minutes of the First Directors' Meeting One (minimum) printed Membership Certificates and Company Register
Deluxe Package
£ 266.95
Renewal fees from £224.95
This is our most popular package with overseas residents, and includes: Non-profit company incorporation is usually achieved within 6-8 workday hours (Companies House permitting) Payment of UK legal and initiation fees A registered office address for 12 months, provided by Coddan An application form for the following year's renewal of the Registered Office Address service (£50.00) Nominee company secretary service for 12 months (next year - £49.95) Coddan provides a company nominee director service for 1 year (next year - £125.00) The name of the nominee director & secretary will appear as a public record Annual Return and Annual Account reminder The following two hard bound copies of corporate documents will be posted to you (Note: these documents are sent to you through Royal Mail Service, and are to be completed upon arrival): The original laminated Certificate of Incorporation A bound copy of the Memorandum and Articles of Association The Minutes of the First Directors' Meeting One (minimum) printed Membership Certificates and Company Register A pre-signed, undated letter of resignation from the nominee director A General Power of Attorney signed by nominee director An indemnity Letter for General Power of Attorney A nominee service agreement which provides for the indemnification of the nominees
Business Start-Up: Legal Requirements
A guarantee company does not have a share capital. A guarantee company has Members. Members are guarantors instead of Shareholders. A guarantee company can hold property. A guarantee company can borrow money in its own name. Guarantee companies are required to have a secretary. Secretary usually described as the senior administrator. This person may also be a member or director, but need not be. A company must have a minimum of one Member. Members can be corporate bodies or private individuals. Members can be of any nationality. The company is required to have a registered office in the UK.
COMPANIES LIMITED BY GUARANTEE, INFORMATION ON GUARANTEE COMPANIES REGISTRATION. GOOD PRACTICE OF CHARITY MEETINGS
Dear Visitors, if you want to become familiar with the description and the contents of UK guarantee company registration packages, offered by Coddan and to find above, what kind of service is included in this or that British guarantee company incorporation package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the UK Non-Profit company formation, please, select the package you need from the list, situated below the banner.
The information in the banner will be renewed according to the package you've chosen. We can register your company in with Memorandum and Articles of Association suitable for registration as a charity. If you do not want to register as a charity we can form the company with less restrictive Memorandum and Articles of association. Charities have specific restrictions on paying Trustees (Directors) salaries and also restrict some commercial activities such as borrowing. These issues can be avoided by using the memorandum and articles that we have specially drawn up.
Whichever format suits you does not affect the price. The principal defining characteristic of a Guarantee Company is that the liability of the members is not limited to the amount unpaid on shares. This is "because companies limited by guarantee do not have a share capital". Prospective members are instead required to provide the Board of Directors with a guarantee that they will contribute a fixed in the event that the "company" has debts when it is wound up. Reporting requirements which would otherwise arise by virtue of share ownership may therefore be avoided in many instances.
When properly structured a Guarantee Company creates a relationship between the management and the contributing member/client which is similar in effect to that of a trustee and a settlor.
Important Links
Our fee for registering a company limited by guarantee is ONLY £42.00. This type of company is normally incorporated for non-profit making functions. The company has no share capital. Common uses of guarantee companies include clubs, membership organisations, sports associations and charities. When first setting-up a business there are many issues to consider. You need to decide whether or not to incorporate your business, and to choose a structure for your business. There are several types of legal business entities which you can choose to operate as. For more information on these choices, follow the links below. We advise that professional legal and financial advice is obtained before a final choice of business entity is made.
Coddan is a leading service provider in the field of English, Scottish and Irish company formation and company registration. We can help you in starting a business in England, Wales Scotland & Northern Ireland. Over 95% of our companies are incorporated within 4-8 hours. The electronic submission of information enables a fast company start-up satisfying all of the required legal formalities: a director, a secretary, a registered office and shareholders. Our electronic filing software has been approved by Companies House.
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WHAT IS THIS SECTION ABOUT?
This section contains guidance on the law and good practice of charity meetings. It will be particularly useful to the Chair and Secretary of the charity, but all trustees are advised to read it to ensure they know what is expected of them and what information should be provided at meetings of the charity.
The courts have accepted that a valid meeting normally consists of at least two people who can both see and hear each other. This means that telephone conference facilities cannot be used to transact business where the governing document or the law requires a meeting.
There is no general rule of law which says that the business of charities has to be conducted at meetings. The governing document of a charity may authorise the trustees to conduct the business of the charity by telephone, fax or Internet facilities or by the circulation of papers. The requirements for charitable companies to have meetings of their members, and to transact certain items of business at meetings of their members, can now be dispensed with in certain circumstances. However, the governing documents of many charities do require meetings to be held and will often state the number and types of meetings that must be held.
Where business is transacted at meetings, it is essential for the good governance of charities that the meetings should be effective. Meetings provide an environment for informed decision making, clarification of responsibilities and monitoring the implementation of decisions.
The way in which meetings should be called, and conducted, is often set out in the charity's governing document, or in the rules or practices of the charity trustees, members or subscribers. The Charities Act 1993 also supplements constitutional provisions relating to charity meetings, while the Companies Act 1985 regulates meetings procedures in charitable companies. Our advice on good practice is merely for guidance and cannot take precedence over what is actually stated in the charity's governing document which must always be followed. If the governing document contains provisions that are unworkable it is possible for these to be changed. Trustees are advised to contact the Charity Commission for further guidance.
We have divided this guidance into two parts: Part I: Meetings Generally. This gives guidance on the law and best practice in the planning, running and recording of meetings and the role played by the Chair and Secretary. Part II: Types of Meeting. This gives guidance on the different types of meeting a charity can have.
MEETINGS GENERALLY
There are a number of common factors in the running of any type of meeting (for example, the role of the Chair, planning the meeting and determining a quorum) which are dealt with in the following pages. Advice on the conduct of individual types of meeting (such as an AGM) can be found in Part II of this guidance.
PROCEDURE FOR CALLING MEETINGS
We recommend that all meetings are called using a notice and an agenda. It is important for the Secretary to be familiar with and understand the rules and regulations that apply to the type of meeting being called and in particular any limits on the power of the meeting to deal with a matter. Charity trustees must make sure that their decisions are properly reached and actions carried out. If a decision is called into question at a later date, any mistake made in calling or running the meeting concerned, may result in the meeting being declared null and void, invalidating any decisions reached by it. This can cause difficulties for the charity, particularly if decisions on expenditure were reached at that meeting.
DATE AND TIME OF THE MEETING
UK Companies Limited by Guarantee from only £42.00! All Inclusive Company Registration. Each company limited by guarantee package includes all statutory paperwork and is fully compliant with company law. A Certificate of Incorporation, and the Memorandum and Articles of Association of your company will be sent to you upon formation of your company. You can appoint your own directors and secretary BEFORE company incorporation. This is absolutely FREE. Our 4-8 hour online incorporation service enables you to register your company quickly and effortlessly. All government and filing fees are included in the cost of our E-Quick pack. All certificates and documents will be sent directly to you via email immediately following the formation of your company. It will take just 5 minutes to complete the online registration form, then your company could be up and running within 4-8 working hours.
THE E-QUICK PACKAGE CAN BE UPGRADED WITH ANY OF THE FOLLOWING FEATURES:
1. Company Pliers Seal - £20.00. 2. Laminated Hard-copy of the Certificate of Incorporation - £5.95. 3. Laminated Hard-copy of the Certificate of Incorporation, Bound Copies of the Memorandum & Articles, and Combined Company Register - £12.95. 4. Domain Name Registration for two years - £16.00. 5. Provision of a Registered Office Address for 12 months - £50.00. 6. Provision of a Nominee Company Secretary for 12 months - £49.95. 7. Certificate of Good Standing - £35.00. 8. Notarisation & Apostille of Documents.
The governing document should be consulted to check if there are any specified time limits within which meetings must be held. For example, a charitable company must not allow more than 15 months to elapse between AGMs. Once any requirements have been identified, the date and time of the meeting will need to be chosen. There are a number of factors which may affect when a meeting is held, for example:
The type of meeting. The availability of charity trustees, key staff and/or members (you may need to avoid school holidays or local events). The date on which accounts that are to be approved or laid before a meeting will be available. The availability of the desired venue.
QUORUM
The charity's governing document will normally specify the quorum applicable to each type of meeting, but if it does not, then the quorum may be established by the practice of the charity. In these cases we advise charity trustees to record this in the rules or regulations they have established for the conduct of meetings. If the Articles of Association of a charitable company do not prescribe a quorum for general meetings of the company, the quorum is two members personally present at the meeting. We would advise the charity to think carefully about the number of people needed for a quorum. If the quorum is too high, any absences may make it difficult to have a valid meeting. If it is too low, a minority may be able to impose its views unreasonably.
We recommend that the quorum for a trustees' meeting is a minimum of one-third of the total number of charity trustees plus one, e.g. 10 charity trustees will have a quorum of four. For general meetings we advise that careful thought is given to the quorum specified in the governing document. It needs to be appropriate to the size of the organisation and the number of members. For example, a charity with a membership of 20,000, and a quorum requirement of 20% of members (i.e. 4000 people) entitled to attend and vote, might find itself in difficulties.
If a meeting does not have a quorum, it cannot make any decisions. The governing document may say whether the quorum must be maintained throughout the meeting for the effective transaction of business, or whether it is sufficient that a quorum be present at the start of the meeting. If it does not, the charity trustees will need to establish the position through the making of a suitable rule. We recommend that the quorum is maintained throughout the meeting so as to ensure that each item of business is considered by an adequately representative group of people.
If a quorum cannot be achieved regularly, or that specified in the governing document is unworkable, the charity trustees should contact us for advice.
THE ROLE OF THE SECRETARY. ESTABLISHING A TIMETABLE
It is advisable to set up a timetable for organising the meeting. Working back from the date the meeting is to be held, the Secretary may need to identify:
The date notices have to be sent out. The date documents to be circulated with the notice have to be received. The date and time of any pre or related meeting, for instance prior to laying the report and accounts before an AGM the charity trustees will need to meet and approve them. Where the election of officers is to take place, the date by which nominations have to be received.
VENUE
The venue needs to be chosen with care. It needs to be accessible by all those entitled to attend and consideration must be given to the facilities that will be required.
AGENDA
Every meeting will benefit from a formal agenda which lists the items of business to be discussed at that particular meeting. Prior to calling the meeting the Secretary would normally discuss the proposed agenda with the Chair and any appropriate senior members of staff. It is useful to consider whether the matters being placed before the meeting are appropriate for that meeting. The Secretary is advised to check the governing document to see what issues must be covered for each type of meeting. For example, the approval of its financial statements, the re-election of officers (directors), and the appointment or re-appointment of auditors may have to be conducted at an AGM.
The order of proceedings needs to be planned, adequate time allowed for each item and the Chair made aware of the need to keep to the timetable in order to ensure that all matters are covered within the allotted time. It may be useful to indicate on the agenda how much time is expected to be allowed for each item. It is also useful to state clearly when the meeting will finish.
It is helpful to indicate whether an item of business is for discussion or whether a decision needs to be taken.
DOCUMENTATION
Secretary is advised to check that all relevant papers and/or other supporting material are made available to the charity trustees and/or members in good time. The papers placed before the meeting should:
Comply with any applicable rules or regulations of the charity on the presentation of papers. Be received by the Secretary and distributed in good time. It is recommended that all supporting documentation is clearly marked to show: the nature and date of the meeting. The agenda item to which it relates. Page numbers on lengthy documents. It may also be useful to give each document an identifying number.
NOTICE
The governing document of a charity may (subject to any statutory requirements) provide one or more ways of "giving notice" for different types of meetings. If it does not, the charity trustees may by rules or their practice have established procedures for the giving of notice. But they may, in any case, rely on the powers in section 81 (1) of the Charities Act 1993. This allows for the notice of any meeting to be posted (or delivered by hand) to the address given to the charity by the charity trustees or members.
Notices sent by post are considered to have been delivered when the letter containing them would have been delivered in the ordinary course of post. Notices etc can also be faxed or e-mailed if a fax number or email address has been supplied by a trustee or member, provided the recipient has indicated a willingness to receive notices by one or other of these methods. The day when notice is received or expected to be received (for example, in the ordinary course of post) is the date of service.
Section 81 (3) of the Charities Act 1993 removes the need to send notice of meetings to charity trustees or members etc whose address is outside the UK. However, we recommend that the notice is sent to all members. It is important to note that where a period of notice refers to clear days, this excludes, as a minimum, the day of service and the day of the meeting itself. The period between the sending of the notice and the day of service needs to be calculated in accordance with the guidance in paragraph above. Because the method of calculating the period of notice can appear complex, we recommend that trustees state clearly what their practice is. It may be helpful to include this information in the notice itself.
PREPARING THE VENUE FOR THE MEETING
When planning the meeting the Secretary will need to consider how to set out the room and what equipment is needed for the meeting. For example, at a trustees' meeting each person will need space on a table for papers and it may be useful to record decisions on a flip-chart; at an AGM there may need to be a table on which papers, accounts and publications for the members are set out and someone may wish to show slides and will need an overhead projector.
ON THE DAY OF THE MEETING
The secretary will need to make sure that:
There are spare copies of all documents needed for the meeting. Arrangements for any vote or poll which may be needed are in place. The meeting is properly convened. There is a quorum (and if required, that it is present throughout the meeting). Apologies for absence are noted. All decisions made at the meeting are minuted (if the result of a discussion is unclear, clarify decisions with the Chair during the meeting to ensure the minutes are accurate).
If it appears that a matter has been overlooked, the Secretary should draw this to the attention of the Chair. It should be remembered that decisions reached at a trustee or members' meeting are collective decisions and the decision is binding upon all charity trustees and members. It is for this reason that all charity trustees/members are encouraged to participate in all debates.
THE ROLE OF THE CHAIR. POTENTIAL PROBLEMS
The Chair usually checks that the Secretary has sent out the notice, an agenda and supporting papers in good time and in accordance with any agreed timetable.
During the meeting. The Chair needs to see that the items on the agenda are covered within the timescale set for the meeting. The minutes of the previous meeting is usually the first item on the agenda. The Chair signs the minutes after checking with those present that the minutes are a true and accurate record. The Chair should offer all those attending and voting at the meeting an equal opportunity to speak on each item and encourage them to participate fully in the meeting. At trustees' meetings in particular, all charity trustees need to be active in the meeting and take part fully in the decision making process. The Chair is strongly advised not to allow any one person to dominate the meeting. It may be harder to prevent a dominant group of people from controlling the organisation's business. Possible solutions include:
Ensuring participation by all charity trustees (or a wider proportion of members). Enforcing any procedural rules. Ensuring that charity trustees acknowledge the role of the Chair in exercising control over the meeting. Increasing the quorum of the meeting using the procedures in the governing document so that a wider group of charity trustees or members has to attend meetings for business transacted to be valid.
If the meeting needs to come to a decision, the Chair should make sure that all charity trustees (and members in a general meeting) understand what the decision means to the charity, e.g. agreeing to a grant of money or establishing an investment policy. If the governing document does not give details about the number of votes required to pass resolutions at trustees' meetings, the legal position is that decisions are made by a simple majority of charity trustees or members voting, providing there is a quorum present.
At a general meeting the Chair should make it clear to members which decisions (if any) voted upon by the members are binding on the charity trustees. It may be that the voting is merely a recommendation to the charity trustees.
ADJOURNMENT OF THE MEETING
This may happen when either the meeting itself or part of the business of that meeting is postponed until another time or indefinitely. The length of time and notice of adjournment and reconvening of the meeting may be included in the governing document. In any of the following circumstances the Chair (usually with the consent of those present) may adjourn the meeting.
Where a quorum is required throughout the meeting and the meeting becomes inquorate. This may occur if the meeting over runs and a number of members leave because of travel arrangements or more controversially a number of members may withdraw from the meeting in order to invalidate the proceedings. Decisions reached whilst the meeting was quorate, remain valid. There is an event beyond the control of the organisation. For example, the fire alarm may go off requiring evacuation from the building or area in which the meeting is being held.
The meeting becomes so unruly either as to make the situation dangerous to those attending or so that to continue the business of the meeting becomes impossible. If the meeting resolves to adjourn. This usually only occurs if there is insufficient information to make a decision. Depending on the circumstances, and the provisions of the governing document, an adjournment may be: to a later time in the same day; for an indefinite period; to a later date and the same place; or to a later date and another place. An adjournment is only a continuation of the meeting and the notice that was given for the first meeting holds good for it (unless the governing document of the charity provides otherwise). However, we recommend that, whenever possible, a fresh notice is sent to all those entitled to attend an adjourned meeting, particularly where the meeting is adjourned without a new date, time and venue for the adjourned meeting having been fixed before the adjournment.
We recommend that no new business should be introduced at an adjourned meeting unless notice of such new business is properly given. We recommend that at the beginning of any re-convened meeting the minutes of the earlier meeting are recapped by the Chair to avoid any confusion or unnecessary duplication of debate.
CONFLICT OF INTEREST
It is good practice at the beginning of a meeting for every charity trustee to declare any private interest which he or she has in an item to be discussed, and certainly before any debate of the item itself. For example, one of the charity trustees may: own a building firm and the charity may be considering undertaking building work; or also be a trustee of another charity to whom a grant was being proposed.
The directors of charitable companies have, under the Companies Act, certain duties to disclose to their fellow directors conflicts between their private interests and their duties as directors. However, it should be noted that, unless the governing document of a charity provides to the contrary (see next paragraph), the disclosure by a charity trustee to his fellow charity trustees of a private interest in a matter coming up for decision, will not by itself remove the possibility that the decision will subsequently be declared void, because of the conflict of interest. If the charity trustees are concerned about the risks of making decisions in circumstances where one or more of them has a conflict of interest and duty they should contact us for further advice.
The governing documents of some charities validate transactions in which one or more of the charity trustees has a conflict of interest and duty, often subject to conditions about declaring the private interest, not taking part in the discussion of, or voting upon, the matter in question and so on. But there are certain provisions of company law which, regardless of the terms of the company's constitution, have the effect of requiring a resolution of the members, and the consent of the Commission, to validate the transactions of a charitable company in which the directors have private interests.
MINUTES
The taking and keeping of minutes of some types of meeting can be required by either company law or the governing document of the charity. It is important to check whether any requirements about minute taking apply to your charity. Whatever may be the legal requirements, we recommend that accurate minutes are kept of all meetings. The minutes do not need to be a word for word record, but need to record information that is important to the charity. We recommend that each set of minutes gives:
The name of the charity. The type of meeting. The date and time the meeting was held. Apologies for absence. The names of those present, including n what capacity they attended e.g. trustee, adviser, etc. For what items on the agenda. Ideally, the minutes of any meeting should be taken by someone not directly involved in the meeting, for example the secretary to the trustees rather than one of the trustees themselves.
This is because it is usually difficult to take adequate notes and actively participate at the same time. However, sometimes the secretary will not be able to take the minutes, due to absence or some other reason. Equally, many smaller charities do not have staff or willing volunteers to take on this task. Where one of the trustees is to take the minutes, this person should be clearly nominated before the meeting starts (n some cases one of the trustees will also have the role of honorary secretary, in which case the task should fall naturally to them). Where a trustee is taking the minutes that person should ensure that they are able also to contribute actively to any discussion.
It should be noted that the formal minutes, once approved and signed as an accurate record by the chairman, form the only legal record of the business of the meeting. Clearly trustees can take notes of meeting for their own purposes; these should not however be used as an afterthought to the official minutes. It is important that, if a trustee is unable to agree that the draft minutes are an accurate record of the meeting, then he or she should draw the matter to the attention of the chairman before they are approved and signed.
It is for this reason that copies of the draft minutes should be sent to every trustee that attended the meeting to ensure they have the opportunity to comment. If after discussion the trustee is still unable to agree then his or her dissension should be formally noted and recorded as a postscript to the minutes before they are signed. It is normal practice to record the name of the Chair.
Approval of, and any changes made to, minutes of a previous meeting must be recorded, together with matters arising from the previous minutes which are not dealt with as a separate item of business. The minutes usually record:
The precise wording of any resolution together with the name of the proposer and (optionally) the seconder of the motion. A summary of the discussion on each item of business. Information upon which the decision was based. Details of the decision, i.e. who voted and how and, in the event of an equality of votes, if the Chair used a casting vote. The action required. The names of the people who are responsible for implementing the decision. The date, time and venue of the next meeting.
It is usual for the names of people attending a general meeting to be recorded by their signing a register at the door which is then attached to the minutes as a record of those present. We advise that minutes are drafted as soon as possible after the meeting and circulated promptly. This is particularly important for the minutes of trustees' meetings in order to avoid delays in implementing decisions. As the minutes are the charity's record of decisions it is important that they are accurate and stored properly. They may need to be used to support decisions approved at meetings and to show approval and adoption of the audited accounts. The minutes of all meetings, particularly trustees' meetings, need to be kept during the existence of the charity.
Retention of documents after dissolution will depend upon differing circumstances. There is no central body which keeps the records of dissolved charities. A local library or the County or other local Records Office may be willing to store them. The last Secretary to the charity trustees may keep them. The charity's solicitor or accountant might keep the records after dissolution, or another charity working in a similar field may agree to the safekeeping of the remaining documents.
A minute book needs to be used to keep a copy of all the original minutes as signed by the Chair of the meeting. Minute books are usually bound volumes, or loose leaf, as established by the charity's tradition. The minutes and any supporting documentation should be numbered to ensure that any lost or missing pages can be identified. The Secretary or person responsible for minute taking is advised to keep the minute book in a safe and secure place. We recommend that if a loose-leaf format is used, the pages are consecutively numbered and individually signed by the Chair to aid in the identification of missing pages. The final copy of the minutes is the signed set of minutes held in the charity's minute book.
A charitable company is permitted to retain its statutory books on computer. Copies of minutes can be stored on a computer. The minutes of trustees' meetings must be made available to all charity trustees and where necessary, to appropriate professional advisers (e.g. auditors). Minutes of trustees' meetings are not open documents and do not have to be made available for public inspection, unless the charity's governing document requires this. The minutes of a general meeting are usually made available to members (in the case of a charitable company they have to be) but do not have to be made available for public inspection unless the charity's governing document requires this.
VOTING AT MEETINGS
Governing documents rarely have details of voting procedures. More usually the charity trustees will have made supplementary rules and regulations to indicate the types of decisions that need to be decided by a vote. Votes are often first taken on a show of hands, but, particularly in a large meeting, it may not be clear what the outcome actually is. Furthermore, this method gives no recognition to plural voting rights (which may be allowed under the governing document, e.g. corporate members may have 5 votes; individual members 1 vote).
There is a common law right for anyone entitled to vote to demand a poll, and it can be expected that someone will exercise this right where it may be that the outcome of the vote on the show of hands is unrepresentative. A poll is a formal count of votes on a resolution, and would give recognition to plural voting rights where available. The right to demand a poll can normally be limited or excluded by provisions in the governing document of a charity, but not always in the case of a charitable company.
Care should be taken to ensure that the voting methods are appropriate to the meeting. The governing document will often state whether the Chair has a second/casting vote. At trustees' meetings only validly appointed charity trustees have a vote.
The number of votes needed for different types of decisions may vary but is usually a simple majority. The governing document or legislation may provide alternative arrangements, for example, under the provisions of section 74 (3) of the Charities Act 1993, the resolution referred to must be passed by "a majority of not less than two-thirds of such charity trustees as vote on the resolution".
VIRTUAL OR ELECTRONIC MEETINGS
Unless the governing document specifically prohibits it, charity trustees may choose to conduct some meetings by electronic means, provided that th
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