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OPERATIONAL GUIDANCE
NAMES OF CHARITIES
UNAUTHORISED CHANGES OF NAME
OG 18 A3 - 29 June 2001 |
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Purpose: To show action to be taken where a name specified in the governing document of an unincorporated charity has been amended without a sufficient power. |
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Divisional responsibility |
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For action: |
Charity Support Division
Charity Database Division |
For information: |
All other operational divisions |
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Meaning of expressions - list of Glossary terms used in this Guidance
Index to further related information |
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It is known from the results of mailing exercises over the last few years that a large number of charities have changed their names without informing us and in many cases without the necessary power (this latter will affect only unincorporated charities as incorporated charities (charitable companies) will have a power of amendment). |
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- Where the charity concerned is unincorporated the position is set out below.
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- In the case of a charitable company a change of name can be made only by special resolution of the company and in accordance with company law (see section 2 of OG 18 A2 for procedure relating to incorporated charities).
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Where an unincorporated charity's name is prescribed in its governing document it remains part of the charity's trusts and any unauthorised alteration technically amounts to a breach of trust - albeit that the legal consequences for the charity and its property may not be all that significant. |
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Staff should nevertheless be clear that we must not condone such a position by accepting the new name onto the Register under s.3(3)(a) of the 1993 Act. In the absence of a suitable power of amendment in the charity's governing document the proper way to rectify the situation so that we could accept the name under s.3(3)(a) would be for Charity Support Division to make a scheme (under s.16 of the 1993 Act) giving effect to the change of name. (We would normally also confer a qualified power of amendment for the future). |
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However it is both costly and cumbersome to invoke our scheme-making procedure purely for the purpose of changing the charity's name in every case identified by CDD or Charity Support - which could well amount to a significant number. Our staffing and resources are not unlimited and are of necessity committed to areas of greater priority. |
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Therefore unless we know that there are other constitutional issues also requiring the sanction of a scheme we should try to avoid pursuing that course in "unauthorised name-change" cases. We should firstly encourage the trustees to adopt the proposed new name as the working name (see OG 18 C5) for the charity. |
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If the trustees are willing to consider formally adopting the new name as a working name then (provided there is otherwise no objection to it) we will ensure it is placed on the Register as part of the particulars we require under s.3(3)(b). |
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The working name will then be clearly and publicly identifiable with the charity on the Register and may continue to be used on all letterheads promotional material reports and other literature. |
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Experience has shown that in most cases this result can be achieved without any difficulty for the charity - provided the usual checks are made of CDB to ensure that the name is not the same as or too like that of another registered charity. It is our policy that s.6 criteria should be our guideline for this and the trustees should be told the grounds for any objection to the new name and invited to submit an alternative. |
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However there must be no suggestion that we will make a direction under s.6 for a change of name since our powers to make a direction under s.6 do not extend to working names (see OG 18 C5). |
