In the last year, Barts and The London Charity have pioneered a new constitutional framework for their charity by replacing their Section 11 trustee body comprising individuals with a corporate trustee taking the form of a company limited by guarantee. Whilst corporate trustees are relatively commonplace among NHS charities, until now these had always been NHS bodies (PCTs, NHS Trusts, Foundation Trusts etc.). However, in this case, the corporate trustee (which is also a registered charity in its own right) is not a creature of NHS legislation but of company and charity law.
Whilst the underlying NHS legislation has always been sufficiently elastic to enable the appointments of private companies as trustees of NHS charitable bodies, the policymakers had not until this recent appointment recognised the benefits of this option.
The new structure secures a number of advantages, the most obvious comprise limited liability for the trustees (now company directors of the corporate trustee), legal personality - thereby streamlining the acquisition, disposal and administration of charity assets and simplifying contractual arrangements - and a corporate framework which simplifies the awkward combination of Charity Commission scheme, primary and secondary legislation.
Whilst the corporate trustee is a charity, it is not an NHS charity and the Secretary of State has no statutory control over its governance make-up. This may help to reassure supporters who are enthusiastic about the mission but nervous about the connection to the State. The structure also has the benefit of being more readily understood by third parties who will, generally speaking, be more familiar with private company arrangements than NHS charity statutory trusts. This will prove helpful not only when explaining the nature of the organisation to prospective supporters but also with succession planning and the recruitment of trustees.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
