1. Stephen Phillips, Head of Third Sector team
Aberdeen Edinburgh
Glasgow
Inspiring Scotland – pro bono awareness event Legal DOs and DON’Ts of being a charity trustee
Stephen Phillips, Head of Third Sector team
Date: 25 October 2016

2. Legal DOs and DON’Ts of being a charity trustee
Apply the key test at all times – what’s in the best interests of the charity?
So:
take off any other hats
consider other options, not just the one that’s in front of you
take a strategic view, taking account of wider implications for the charity
be particularly careful where there could be any hint of conflict-of-interest
take account of issues of reputational damage in anything that you say on social media etc

3. Legal DOs and DON’Ts of being a charity trustee
Think about what’s covered by the charity’s existing objects clause (charitable purposes), if any new project or initiative is under consideration
So:
make sure you’re familiar with the detail of what’s set out in the objects clause
consider the possibility of altering the objects clause in good time (OSCR’s consent is required), if that’s going to be necessary
As a general point, DO follow procedures set out in the constitution; and carry out a review of the constitution periodically

4. Legal DOs and DON’Ts of being a charity trustee
Put some care and effort into it – you have a duty “to act with the care and diligence that it is reasonable to expect of a person who is managing the affairs of another person”
So:
participate actively in developing strategy
monitor the financial position, and ask questions where anything is unclear or there are potential concerns
keep an eye on key risks, and ensure that risks are properly managed
challenge senior management (constructively!)
ensure that you understand the options, and are in a position to take informed decisions
access training on key topics, as appropriate

5. Legal DOs and DON’Ts of being a charity trustee
Read board papers in advance of each board meeting
Try to avoid missing board meetings
Contribute actively to discussions at board meetings
Keep in mind the level at which a board should engage (avoiding micro-management)
Acknowledge the skills and experience of the staff team, but give constructive challenge
Respect the principle of collective responsibility (but making it clear – and ensure it’s minuted - if you strongly disagree with a major decision)

6. Legal DOs and DON’Ts of being a charity trustee
In a crisis situation, DO:
Use every effort to put things back on the rails
Keep the charity’s best interests in mind, including what’s needed to minimise damage to relationships with funders, adverse media comment etc
Consider more hands-on involvement by board members to support the staff team
Ensure OSCR is notified if the issue amounts to a “notifiable event”
Take special care to ensure your position is minuted if you strongly disagree with any board decisions

7. Legal DOs and DON’Ts of being a charity trustee
Ignore the common-sense rules outlined above
Adopt a defensive risk-averse line on all new developments
Resign as soon as a difficult situation emerges or
Run for legal advice at every turn
Plough on without legal advice where common-sense dictates that the charity needs a lawyer Or
Forget the value of what your charity does......and your own contribution to that as a board member!

8. Stephen Phillips Head of Third Sector team +44(0)141 273 6764 stephen
Stephen Phillips Head of Third Sector team +44(0)