15 November 2020:
You could almost feel the rush of air. There was a big collective sigh of relief when we finally completed the incorporation process with the members’ agreement to dissolve the current unincorporated association charity and transfer to a charitable incorporated organisation (CIO). It had taken nearly four years from a bright idea, based on the experiences of other trustees involved with other charities, to finally getting approval at the Special General Meeting on 12 November. I am grateful to my colleagues and our members for their support – it was well worth all the time and effort involved.
The original plan was to hold the meeting on 31 March. If members had agreed then we would have had three months to organise and carry out the transfer before the AGM in June, when all the loose ends could have been resolved and business closed for the unincorporated charity. It was all going to be very neat, or so we hoped.
Unfortunately, the plan was derailed by the Covid virus pandemic so we ended up with the SGM and AGM back-to-back last week. That caused us complications because two trustees, myself included, were coming to the end of their six-year term and would not have been able to play any further part in the governance of the charity, and transfer process, after the AGM.
To enable us to continue overseeing the transfer process and transition to the CIO some amendments to the constitution were required, albeit we would only need them for a month or so whilst we closed the old charity and transferred everything to the new CIO charity. What was going to be a fairly straightforward process became more complicated than we had wanted. However, it is all sorted out now and we have ‘mission accomplished’ – hence the huge sigh of relief.
The new charity has a legal corporate identity. This means that contracts will no longer be held by individual trustees but will now be in the name of the charity in its own right. This will make administration much easier because trustees will come and go without having any affect on contractual arrangements. Trustees will also be protected from personal financial vulnerability if something were to go wrong with how we manage the charity.
We want to grow and develop the membership base so at some point, if not already, we can outsource some of the workload and lift a lot from the shoulders of volunteers. We give our time freely to make a difference and gain satisfaction from what we do. However, volunteering should never become a chore and a burden, feeling more akin to work but without the pay. Incorporating the charity will give us the resilience to develop our plans for the future and the flexibility to cope with the extra workload.
All members will be automatically transferred to the new charity but only those who have completed a transfer form will be eligible to vote and take part in the business of the new charity. If you have not already completed a transfer form please can you return it fairly soon because we will be holding the inaugural meeting of the CIO early in the New Year. We will accept those forms that were returned for the original March meeting that was postponed. The form is available in the members’ area of this website. The members’ benefits will continue unchanged, although we are planning and developing more material for the website in the absence of physical events and visits.
In terms of changes to the membership categories and rates, nothing will happen until the latter part of 2021, when we will begin a rolling programme of change as renewals come up. The likely complete switch over will probably occur in January 2022. We will explain more at the inaugural meeting of the CIO, to be held sometime in the New Year.
At that first meeting we will appoint the trustees for the new charity. The current trustees will offer themselves for appointment, together with two new applicants who want to join the team. Apart from the new governance arrangements, it will be very much business as usual and TNA will not notice any difference.
The old charity (328630) will be closed and entered in the Charity Commission’s Mergers Register with the new charity – Friends of The National Archives CIO (1185971). With almost identical names and charitable objects there should be no difficulties with legacies left to the old charity being transferred to the new charity.
This is an important time for the charity with a significant change that will prove to be very beneficial as we continue our good work, and protect our heritage, that began in 1988. The world around us may be in a state of flux and uncertainty at the moment but the Friends are now in a much stronger position. When normal times return we aspire to strengthen and develop our support for TNA. In the meantime, it is very much a case of ‘Keep Calm and Carry On.’