Charities required to hold their AGM before the end of April 2020

The Attorney General has agreed that any charity which is required to hold its AGM before the end of April and is prevented from doing so due to the COVID-19 outbreak and the official restrictions currently in force, is permitted to postpone the AGM up to the end of May.

This is intended to give charities time to amend their governing instrument to make provision for alternative arrangements. Such alternative arrangements may include:

  • reducing the quorum required for the AGM; and
  • allowing members to vote on proposals (including election of charity trustees) either by proxy, post or email.

If the governing instrument of a charity requires any proposed amendments to be made at a general meeting, votes on such proposals may be made by post, if restrictions in force at the time in which the meeting is to be held, will mean that the necessary quorum cannot be achieved.

Charities required to hold an AGM from 1 May 2020 onwards

Charities required to hold an AGM from 1 May onwards will not be able to postpone their AGM.

If restrictions in force at the time in which the meeting is to be held prevents the necessary quorum from being achieved, then the charity must make the necessary amendments to their governing instrument (as detailed above) before the AGM is due to take place.

Governing Instruments which do not permit amendment

In some cases, the governing instrument of an Isle of Man registered charity may not permit any amendments.

In these circumstances, the Attorney General has the power to consent to a resolution passed by the charity trustees to adopt appropriate provisions in the governing instrument. The proposed amendment must still comply with the Charities Regulations 2020, particularly Regulation 8 which sets out various provisions that the governing instrument must include.

Conclusion

The above approach agreed by the Attorney General has provided much-needed clarity for Isle of Man registered charities required to hold AGMs in the next couple of months.

It is important that charities that are required to hold an AGM in the near future review their governing instrument and take the appropriate steps to ensure that an AGM can be held.

Type

Insight

Locations

Isle of Man

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