What is a trustee?

What is a trustee? Trustees have the overall legal responsibility for a charity. The law describes charity trustees as ‘the persons having the general control and management of the administration of a charity’ (Charities Act 1993, section 97). It is very important that a charity can identify its trustees. This is not always as straightforward as it sounds. Sometimes the charity’s trustees are given other titles, such as governors, councilors, management committee members or directors, because of a title in the charity’s governing document. What matters is the role, not the title. Trustees have specific duties that should be set out in your organisation’s constitution or governing document.  The trustees are the individuals who take decisions at the governing body of the charity, regardless of their actual title. This means that the company directors of a charitable company are its charity trustees. A charity may have a board or management committee which runs the organisation and “trustees” who hold the organisation, property or investments. It is the board or committee who are the “charity trustees”. The “trustees” in this case will be “holding” or “custodian trustees”. People who are holding or custodian trustees might also be on the committee and so also be “charity trustees” Trustees must act collectively to govern the charity and take decisions. Together, the trustees are described in this guidance as the trustee board. Trustees have no authority to act on their own as a trustee unless this has been authorised by the trustee board as a whole. Some charities use different terms to describe the trustee board, such as management committee, executive committee or board of directors. Again, what matters is the role, not the title. Some charities use the term ‘trustee’ to describe individuals who are not actually charity trustees: they might instead be patrons or hold the title to a charity’s property. Trustees are elected or appointed in many different ways, depending on the charity’s governing document. They might be elected by members or appointed by the other trustees, or even appointed by an outside body such as a local authority or church. Some charities invite individuals other than trustees to attend trustee board meetings: for example, staff (where employed) or advisors. It is important to distinguish between the trustees and other individuals who attend to avoid any confusion. The role of trustees Trustees operate within two sets of formal rules, the governing document which may be called rules or a constitution or the trust deed. In a charitable company, the governing document will be called the Memorandum and Articles of Association or the Articles. The second set of rules are those in the law, particularly the acts which govern their type of organisation, for example, the Trustee Act 2000 (for unincorporated charities), Insolvency Acts, Companies Acts and Charity Acts. Trustees work collectively as a trustee board and take decisions at formal board meetings. In practice, many trustee boards delegate day to day or operational matters to individual trustees, volunteers, staff or agents. In large charities the trustee board might delegate the day to day running of the organisation along with some decision making powers to a staff team via a chief executive. Regardless of how much day to day work is delegated from them, the trustee board retain overall legal responsibility and may only delegate as far as their governing document or the relevant legislation allows. Who can be a trustee? Most people can become trustees. Trustees generally need to be over the age of 18. They cannot have been previously disqualified as a trustee or company director, be an undischarged bankrupt or have certain unspent criminal convictions. The Charity Commission have a detailed checklist covering all eligibility requirements. Some organisations have restrictions over who can be a trustee. Trustees of charities working with children or vulnerable adults generally need to be CRB checked. Some organisations only elect trustees from a formal membership. Knowledge of a charity’s field of work or good people skills are just as important as technical knowledge or professional expertise. Trustees can and indeed should supplement their own skills with professional advice. Indeed, an effective trustee board should draw on a range of skills, knowledge, experiences and attributes. All trustees should be able to demonstrate values such as honesty and integrity. They should be committed to the charity’s aims and values.In addition, there are many different skills, experiences, attributes and areas of knowledge that charities welcome from their trustees: The ‘hard’ skills – legal, financial, management and so on – which are necessary to understand some of the complex decisions to be taken The ‘soft’ skills – boards of trustees need people who can encourage teamworking, problem solving, asking difficult questions, decision making and, yes, to make people laugh! Trustee boards should understand the communities they serve. The board’s makeup should aim to reflect the community. People with knowledge of the community – for example, as users of services or as local residents – can make very valuable trustees.

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