Charity trustees are being urged to ensure their organisation’s constitutions are updated to allow for online meetings – and that those meetings are managed in a way which avoids potential compliance issues with charity regulations.
Charity specialist Kyle Smith at chartered accountants Lovewell Blake says that while many will have chuckled at the viral video of Handforth Parish Council’s stormy meeting, it is important to remember that trustees have a legal duty to ensure that their meetings are conducted properly.
“Most charity’s constitutions were written long before the days of Zoom meetings, let alone lockdown restrictions forbidding trustees to get together in person,” said Mr Smith. “If a charity’s governing document doesn’t allow for online meetings, then Trustees may need to amend that document to allow them if they want to stay compliant.
“Charity governing documents will usually say what meetings must be held, how and when. Most meetings just involve the trustees, but if a charity has members, they will be involved in some meetings such as an annual general meeting (AGM), creating a greater and possible more public focus on meeting standards and etiquette.”
The Corporate Insolvency and Governance Act 2020, which applies until 30 March 2021 allows Charitable companies and Charitable Incorporated Organisations (CIOs) to hold AGMs and other members’ meetings online, but this does not apply to other types of meeting, or to charities which are not CIOs or charitable companies.
“During these difficult times, we can no longer meet face to face, enjoy a pot of tea and some shared biscuits to run through the agenda together,” said Mr Smith. “Instead we may supplement this with virtual meetings, but this doesn’t stop them going awry, losing focus or missing their purpose.
Whilst the core trustee responsibilities such as ensuring your charity is carrying out its purposes for the public benefit, complying with its governing document and the law and that you as a trustee are acting responsibly and with reasonable care and skill, it’s important not to forget those more acute matters in respect of personal skills, professional courtesy and creating a safe environment for all members and visitors to have a voice.”
Mr Smith has come up with seven top tips to help charity trustees ensure their meetings go smoothly and with purpose, and avoid the kind of chaos seen in the Handforth Parish Council video.
- Ensure that all trustees are familiar with the ‘Good Governance Code’, which been recently updated to consider Equality, Diversity and Inclusion and remind us all of the importance of Integrity. Consider implementing a code of conduct policy for how trustees, members and visitors should behave in a meeting.
- Get the set up correct: Create a professional remote office, with good lighting and a neutral background, ensure there are minimal distractions and that you have tested and are familiar with the software.
- Be prepared: Arrive early; pre-read the agenda; and set ground rules such as muting all microphones, videos on or off, or the use of chatroom features such as the hand tool to show when members want to speak.
- Have a designated meeting organiser to oversee and implement meeting etiquette.
- Stay focused on the meeting: Follow the agenda, try to keep on schedule by adopting a time rule to ensure points are clear and concise, and ask for ad-hoc notes to be shared in the ‘Any Other Business’ section of the meeting to keep the agenda on track.
- Communicate with respect and clarity: Listen to others, use round robins with an established order so that everyone gets the chance to speak and be heard, and where necessary provide brief recaps and summaries as to who is to action what.
- It is important to ensure that minutes are still taken and kept in the normal manner, and that minutes should record the reason why online meetings have been held if the constitution is silent on the matter of use of online platforms for meetings
- Remember the purpose: The meeting is about collaboration, ideas and key issues of the charity; as trustees and members you are working together to move the charity forward.
“An online meeting might be virtual, but the people behind the screens are all too real, and as we saw with the Handford video, things can quickly go awry,” said Mr Smith. “There is no reason why an online meeting shouldn’t be as constructive and useful as a face-to-face meeting – but it does require a little more thought and preparation to achieve that goal.”