The area associations are to be asked at the Annual Delegate Meeting (ADM) to approve the conversion of the British Beekeepers’ Association from the current unincorporated status to a Charitable Incorporated Organisation (CIO). The CIO structure was developed specifically for charities that need to employ people, own property and/or enter into contracts but do not want the added burden of being subject to company law by becoming a company Limited by Guarantee. According to a recent review conducted by the Government, there are currently 12,500 charities registered as CIOs and 50% of all new charity registrations are CIOs. It is also understood that some area associations have already formed a CIO.

Subject to approval by the delegates at the ADM, the Trustees will confirm the appointment of specialist solicitors that have already been identified through the tendering process. The cost would be a minimum of £3,000 capped at £5,000. This work would involve the application process and preparation of the constitution, which needs to be revised anyway and the revision of all processes and procedures for the running of the BBKA.

The need for the change was raised at a training day for the new Trustees, which highlighted the fact that as the BBKA employed staff and entered into contracts it should be either a CIO or Limited by Guarantee. The current unincorporated status leaves the Trustees and members with an unnecessary exposure to risk. For example, if an organisation or individual should have cause to take legal action against the ‘BBKA ’ , currently this action would be taken against individual Trustees. Below is an extract of an article prepared by Lucy Johnson-Cameron, Associate at Arnold & Porter (UK) LLP, for theBigGive.org.uk:

Advantages and disadvantages

There are some benefits in choosing a CIO as the type of structure for a charity, as well as a number of disadvantages as set out below.

Is a CIO or a company limited by guarantee the right structure for your charity?

Although the new CIO structure does impose regulation and registration requirements, the CC states that the new CIO structure should appeal to medium-sized unincorporated charities which employ staff and or enter into contracts. A CIO is halfway between an unincorporated association and a company limited by guarantee. The Foundation CIO provides a suitable structure for a charity that is to be run entirely by its trustees. The Association CIO provides a suitable structure for a charity that wishes to have a separate voting membership participating in the governance of the charity and providing a layer of internal scrutiny and accountability over the trustees. A Foundation CIO should be easier to administer than an Association CIO.

The CIO structure offers important benefits of having separate legal personality and trustee limited liability, and can be seen to be cheaper and easier to set up and administer than a company limited by guarantee.

In the full article Ms Johnson-Cameron advises that a Charity Limited by Guarantee would be appropriate for a large charity that wishes to take on borrowings. As the BBKA is unlikely to take on any borrowings, that is something that would not be desirable.

Although the BBKA could carry on with its current structure, recent events suggest that it is both necessary and desirable to move to incorporated status and the best model for this would be the association model of CIO. The Trustees believe that it would have no impact on the rights of the area associations and would make the Trustees more accountable while removing the financial liability.

UPDATES

11th August 18 

The solicitors are still working on the final draft of the CIO.  We hope this will be available 18th October 2018

8 August - NEW DRAFT CIO CONSTITUTION AVAILABLE NOW (amended 13th Aug)

This version of the Constitution has taken into account comments received so far and will hopefully have addressed some of the concerns raised. Annex A and B have now been included. 

The changes made have lead to some of the formatting and numbering to slip. This is being corrected by the Office of the solicitor who drafted the document. 

There is now an opportunity for further consultation.

If anyone feels that their concerns have not been addressed, then the correct action is to raise the matter with your Area Association so that they can, if they agree, bring those concerns to the Executive Committee.

The aim is to have a final version by September the 20th. I therefore urge every Association to take the opportunity to engage with the process NOW, to avoid prolonged discussion at the ADM.  Please send any comments or queries to [email protected] by 7th September.

3 August - Thanks for all those who contributed your comments which are currently being considered. A revised version of the document will be published here on the 8th August.

3 July - Stephen Barnes met with the Solicitor today and discussed the concerns that have been raised and can confirm categorically that associations that are either CIOs or limited by guarantee, are eligible for membership when the BBKA converts to CIO. Further updates to follow.

7 June - The Charitable Incorporated Organisation constitution posted on the website today is the first revision of  the new constitution for the BBKA CIO. It differ in a  number of areas from the Charities Commission template. This has been done to suit the needs of the BBKA. 

This begins the general consultative process and comments and substantive suggestions for changes are invited from the Area Associations. 

25 May - Submissions have been received form members of the working group and then Trustees, these submissions are being collated and the first revision should be available for wider consultation on the 1st of June. A version will be placed on the website and an electronic copy sent to the Chair of  each area association. Area associations will have until the 30th of July to make comments and suggestions for amendments or changes.

8th May - Feedback is starting to come in from Trustees and constitutional experts. We will keep you updated.

3rd May - The 1st Draft of the Constitution has been received and circulated to the trustees and a copy has also been sent out to 8 members who have experience of Constitutions or CIOs. The comments and feedback from the Trustees and the CIO committee are expected by the 22nd of May and a revised draft will be made available to area associations for consideration by the 30th of May.