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A simple, practical guide to the Charity Commission AGM rules and UK legal requirements - agendas, the law on AGMs, does a charity have to hold an AGM, what happens if you don't hold an AGM, who can attend, meeting minutes and more.
The Charity Commission AGM rules, as well as those for trustee and other meetings are published as CC48 Charities and Meetings.
Holding an AGM is no longer a legal requirement in the Companies Act (for charitable companies) but, if you have an old constitution, it may still be in it. Even though it's no longer a legal requirement your charity will still be required to hold and AGM. However, be aware that there are lots of different charity constitutions, so you must check your constitution.
If your charity is required to and does not hold an AGM it could lead to internal conflict, a loss of confidence by stakeholders and funders and, if someone complains to the Charity Commission, regulatory intervention.
The aim of the AGM is to provide the charity trustees and/or officers the opportunity to explain their management of the charity to the members. It also provides the members of the charity with an opportunity to ask questions before voting on business items on the agenda.
Unless the governing document states otherwise, the notice of the AGM will need to be sent to all the members of a charity and to any other people entitled to receive them. Some charities may be required to have an AGM or users’ meeting but not have a membership (for example, a village hall charity). In these cases, the instructions in the governing document about advertising the meeting must be followed.
The governing document may state the number of days notice that must be given for calling an AGM. If it does not, reasonable notice should be given. It’s best practice for copies of the charity’s annual report and accounts either to be sent to each member, or made available at the venue prior to the start of the meeting.
An charity AGM agenda lists the items to be discussed. You should check your charity governing document to see what issues must be covered for an AGM, or EGM. An AGM agenda may include the approval of the financial statements, the re-election of officers, and the appointment or re-appointment of auditors.
Here's a simple charity AGM agenda template.
At the top, the name of your charity and date/time and location of the meeting.
Underneath that, the trustees names, any apologies and anyone attending. That is, who isn't a trustee and cannot vote, such as your CEO or the auditors.
Your charity's governing document will usually state who can attend and vote at an AGM. For a charity with a membership there may be different voting rights for different types of members. However, done well, it's an opportunity to bring everyone together, so consider inviting others, even if they can't vote.
The AGM minutes do not need to be a word-for-word record, but should include the type of meeting, date and, for each agenda item, key details of the discussion, decisions and who will carry these out and by when. These should be sent to those who attended and, often are made publicly available, such as on a notice board. The Charity Commission E&W recommends that charities make the minutes of the AGM available to the public on request: they may charge a reasonable fee to cover the cost of making them available.
Here's a simple template for your AGM minutes.
| The Minutes of a Charity Excellence Annual General Meeting (AGM) Held at … on …… |
| Trustees: insert members namesApologies: Any members unable to attend.
In Attendance. Anyone else at the AGM |
| Item 1 – Matters arising. The minutes of the previous AGM were approved. |
| Item 2 - Chair's Report |
| Item 3 - Annual Accounts |
| Item 4 - |
| Any Other Business. The next AGM will be held …… |
| Attachments: |
An Extraordinary General Meeting (occasionally referred to as a Special General Meeting (SGM) by unincorporated charities) is any general meeting of members other than an AGM.
Examples of items to be dealt with at a charity EGM include:
For how to run meetings well, use our Charity Trustee Meetings guide. or watch our video (42 mins).
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This article on charity AGMs is for general interest only and does not constitute professional legal or financial advice. I'm neither a lawyer, nor an accountant, so not able to provide this, and I cannot write guidance that covers every charity or eventuality. I have included links to relevant regulatory guidance, which you must check to ensure that whatever you create reflects correctly your charity’s needs and your obligations.
In using this meeting and AGM guide, you accept that I have no responsibility whatsoever from any harm, loss or other detriment that may arise from your use of my work. If you need professional advice, you must seek this from someone else. To do so, register, then login and use the Help Finder directory to find pro bono support. Everything is free.
