The questions every charity board asks, answered like a human

Six things (from Charity Commission guidance CC3): follow your governing document and the law; act in the charity's best interests; manage resources responsibly; act with reasonable care and skill; ensure the charity carries out its purposes for public benefit; and ensure it's accountable — accounts filed, records kept. Everything else in governance is these six wearing different outfits.

Within 10 months of your financial year end. Year end 31 March? Due by 31 January. All registered charities must keep their details up to date with the Commission; those with income over £10,000 (and all CIOs) must file the annual return itself. Charitable companies also file with Companies House — on a different, 9-month deadline, which catches people out. Our free compliance calendar template works your dates out for you.

Broad brush: under £25,000 income, neither is required by the Commission (though your governing document or a funder may say otherwise); over £25,000, you need at least an independent examination; over £1 million (or over £250,000 with assets above £3.26m), a full audit. Note the thresholds rise for accounting years ending on or after 30 September 2026 — independent examination from £40,000, audit from £1.5 million — so check which regime your year end falls under. Our annual return guide has the full before-and-after table; and always check your governing document, which can be stricter than the law.

Significant harm to people the charity works with; major financial loss, theft or fraud; safeguarding allegations; significant data breaches; or anything that seriously damages the charity's reputation or operations. The test is significance, not embarrassment — the Commission's guidance on serious incident reporting has examples. Report promptly, honestly, and with what you're doing about it; boards get into trouble for concealing, rarely for reporting.

Your governing document sets the quorum — commonly three trustees or one-third of the board, whichever is greater, but yours may differ. If you're inquorate you can meet and discuss, but you can't make binding decisions; minute the discussion, mark decisions as provisional, and ratify them at the next quorate meeting. Chronically inquorate? That's a recruitment problem wearing a procedure costume.

Keep board minutes permanently — they're the charity's institutional memory and may matter decades later (property, safeguarding history, legacies). Committee minutes: ten years is a widely used rule of thumb. Financial records: at least six years. It costs nothing to keep a PDF forever; it can cost dearly not to have one.

There's no general legal duty to publish board minutes. Your governing document may give members inspection rights, and charitable companies and CIOs have specific rules around member resolutions — but for most boards, publishing a summary is a choice (and often good practice), not an obligation. Safeguarding and staffing items should never be in a published version.

If your governing document allows virtual meetings (many were updated after 2020), video meetings are fine — minute them like any other. Email decisions are shakier: many governing documents require a "written resolution" signed by all trustees, not a casual email thread. If yours is silent on all this, updating it is a tidy little agenda item for your next quorate meeting.

For being a trustee: generally no — it's a volunteer role, and that's the sector's superpower. Out-of-pocket expenses: yes, always fine, and good practice to offer. Paying a trustee (or their business) for a service — say, doing the charity's plumbing: possible, but only under specific conditions with the conflicted trustee out of the room, and check your governing document first. When in doubt, the Commission's guidance on trustee payments is the place to look.

Three steps, minuted each time: declare it (at the start of the meeting, and on a register reviewed yearly); withdraw — the conflicted trustee leaves for that item and doesn't vote; record — the minutes note the declaration and how it was managed. Most conflict trouble isn't wickedness, it's awkwardness — nobody wanted to embarrass Margaret. The procedure exists so nobody has to.

Your governing document rules, but the Charity Governance Code recommends at least three unconnected trustees (and no more than about twelve), terms of around three years, and a suggested maximum of nine consecutive years — after which a break, not banishment. Long-serving trustees are treasures; term limits just make sure the treasure gets refreshed.

You're in the majority — 79% of boards carry a vacancy. What works: write a proper role description (what, how long, what support); advertise beyond word of mouth — Reach Volunteering, local CVS boards and community noticeboards are free; offer a chat before a commitment; and fix the experience — a board with good papers, short meetings and minutes that appear promptly is dramatically easier to recruit to. That last one, we can help with.

It depends what you do: safeguarding policies if you work with children or adults at risk (and the Commission expects them); a written health & safety policy if you have five or more employees; data protection compliance (and usually ICO registration) if you process personal data. Beyond the strictly legal, the Commission expects a reserves policy and conflict-of-interest handling, and funders increasingly ask for financial controls. Our free policy review schedule template lists the lot with sensible review cycles.

It's your board's considered answer to "how much money should we hold back, and why?" — usually expressed as months of running costs. There's no magic number: three to six months is common, but the right answer follows from your risks. What the Commission actually requires is that you've *thought about it* and written the thinking down; what it criticises is hoarding or hand-to-mouth with no rationale either way.

Only if your governing document says so. Membership charities and charitable companies usually must; foundation-model CIOs and many trusts don't have to at all. If yours requires one, follow its notice periods and quorum to the letter — a defective AGM is a classic way for decisions to unravel later. And if you hold one anyway by tradition, that's fine too: democracy rarely hurts.

Four cover almost every charity in England and Wales. Two are unincorporated — the charity is legally just its people: an unincorporated association (a members' group with a constitution) or a charitable trust (trustees holding assets under a trust deed). Two are incorporated — the charity is a legal person in its own right: a CIO (Charitable Incorporated Organisation, regulated by the Charity Commission alone) or a charitable company limited by guarantee (regulated by both the Commission and Companies House). A few others exist — community benefit societies, Royal Charter bodies — but they're rare and you'd know if you were one.

Not sure which you are? Your governing document's first page says: a "constitution" suggests an association or CIO, a "trust deed" a trust, "articles of association" a company. The public register entry also states it.

An incorporated charity is a legal person: it — not the trustees personally — signs contracts, holds property, employs staff, and owes debts. If an unincorporated charity's grant falls through mid-lease, the individuals who signed can be pursued personally; in a CIO or charitable company, liability generally stays with the organisation, and trustees are only personally exposed if they act dishonestly or recklessly. That protection is why incorporation matters more the moment real commitments appear. The price is formality: a register of members, proper filings, and decisions made the way the constitution says.

The honest test is commitments, not size. If you employ anyone, hold a lease or property, sign contracts of any weight, or run activities where things going wrong could get expensive — incorporation (almost always a CIO) is worth it, and sooner beats later because transferring later is a chore. If you're a genuinely tiny volunteer group — no staff, no premises, modest funds, low-risk activities — an unincorporated association remains a perfectly respectable place to be. What changes the answer overnight: your first employee, your first lease, or a funder requiring incorporation, which several now do.

For an unincorporated charity it isn't a conversion but a move: register a brand-new CIO, transfer the assets, staff and agreements across, then wind up the old charity — expect a new charity number and a few months of patient admin (the Commission's guidance walks through it, and it's very doable without a lawyer for simple charities). A charitable company has it easier: a statutory conversion route turns it into a CIO while keeping its charity number and legal continuity. Either way, tell funders early, check any restricted funds and property can move, and pick a clean date — your financial year end saves an accounting headache.