We have produced two model constitutions for CIOs:

• the foundation model is for charities whose only voting members will be the charity trustees
• the association model is for charities that will have a wider membership, including voting members other than the trustees

In practice a CIO using the foundation model will be like an unincorporated charitable trust, run by a small group of people (the charity trustees) who will make all key decisions. There may be no time limit on how long charity trustees may serve and they will probably appoint new charity trustees.

A CIO using the ‘association’ model will have a wider voting membership who must make certain decisions (such as amending the constitution), will usually appoint some or all of the charity trustees (who will serve for fixed terms), and may be involved in the work of the CIO.

Like companies, which must have both members and company directors, all CIOs must have members and charity trustees. Depending on the CIO’s needs, the same individuals can be both members and charity trustees, or there can be a wider membership made up of people who are not the charity trustees.

Section 206(5) of the Charities Act 2011 gives the Charity Commission power to make regulations to specify the form of a CIO's constitution. View the regulations (PDF).

• Foundation model constitution for a CIO (PDF)
• Association model constitution for a CIO (PDF) 

If you are applying to register a CIO and are not using one of the Commission’s model CIO constitutions we ask you to provide two copies of your CIO constitution, one of which is clearly  marked up  to show any changes or deviations from the Commission’s model.  This will help to speed up our assessment of your application.    

See also:

• Why should I use one of the Commissions’ model CIO constitutions?
• Must I use one of the Commission’s model constitutions?

ID: 273

• See: Full list of Charitable Incorporated Organisation (CIO) frequently asked questions