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

- We are on track to have the draft constitution ready for the Start of the Consultation process in March. One of the main changes will be to clause 19.5 which will incorporate many of the changes that have been proposed by the author of the current clause.

- Meeting with legal team set for Friday 26th January 2018. We invite interest from Members with experience in CIOs to take part in this consultation process.