OG 18 B5: Names of charities: Action following a s.6 direction

The Charity Commission for England and Wales

The Regulator for Charities in England and Wales

In this section...


OPERATIONAL GUIDANCE NAMES OF CHARITIES ACTION FOLLOWING A s.6 DIRECTION OG 18 B5 - 29 June 2001

Divisional responsibility
For action:	Registration Division Charity Support Division	For information:	All other operational divisions

Contents
1. Duties of Trustees 2. Charitable companies 3. Amendment of the Register 4. Failure to comply with a direction
Meaning of expressions - list of Glossary terms used in this Guidance Index to further related information


The law	Refer to a lawyer	Refer to an accountant


	1. Duties of Trustees
	On receipt of a direction the trustees must:
	make arrangements for the name of the charity to be changed by the date specified in the direction.
	notify us of new name of the charity and of the date on which the change occurred (s.6(5)).
	They should be asked to send to us a copy of the resolution by which the change was effected as evidence that the direction has been complied with.

	2. Charitable companies
	Under s.7(1) it is implicit in a direction in respect of the name of a charitable company that the name of the charity be changed by resolution. The charity may amend its memorandum and articles of association by special resolution to effect a change of name (s.28 Companies Act 1985).
	The resolution must be lodged with the Registrar of Companies within 15 days; the Registrar must enter the charitable company's new name in the Register of Companies and must issue a certificate of change of name; the change of name takes effect on the date on which the certificate is issued (s.7(2) and (3) of the 1993 Act and s.380 of the Companies Act 1985.)

	3. Amendment of the Register
	A copy of the trustees' notification and of the resolution or the certificate of change of name (or a certified copy of it) should be referred to the relevant section in Charity Support Division as soon as they are received for amendment of the Register.

	4. Failure to comply with a direction
	We can only bring proceedings to enforce a direction against a trustee if it has been personally served on him or her; see the Civil Procedure Rules Schedule 1 RSC Order 45 Rules 5 and 7. Directions under s.6 are rarely made because the matter can usually be resolved voluntarily. However if we are going to issue a direction it should usually be personally served on the trustees in order to speed up the enforcement process. Legal advice should be sought before a direction is issued to ensure all the necessary legal formalities have been complied with (and in order to determine whether the direction should be personally served on each and every trustee and if not upon which trustees it should be personally served).
	If the direction has been personally served but the information set out in 1 above is not received within four weeks of the date specified in the direction a letter should be sent to the trustees upon whom the direction was personally served drawing their attention to the terms of the direction and re-iterating the fact that a person guilty of disobeying the direction may be dealt with as for disobedience to an Order of the High Court - ie for contempt of court which is punishable by imprisonment.
	If there is no response within a further two weeks or if it is clear that the direction has not been complied with the case should be referred (with a summary of the facts) to Legal Division with a view to enforcing the direction.

	The following words and phrases are defined in the Glossary of Terms:
	• • •	1993 Act Charitable company Trustees

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