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Changing academy trust articles of association: A how to guide

Of interest to those involved in academy governance particularly trustees, members and governance professionals

 

Introduction

This guidance note is aimed at those responsible for the governance arrangements within an academy trust: the trustees. Trustees should be supported in their governance responsibilities by a suitably qualified and experienced governance professional. A governance professional should be able to work with the board of trustees in identifying the changes required to improve the governance of the academy trust by amending the articles.

This guidance note is also useful for the members of an academy trust as it details their specific role and responsibilities in relation to the process required to change an academy trust’s articles of association. The governance professional should be available to the members to help explain the reasons for the changes, the process to be followed and the responsibilities the members must perform in considering the proposed changes.

The DfE has updated the model articles for trusts over time, and so the governing document for each academy trust will differ. The governance professional should hold an in-depth knowledge of the key provisions in the academy trust’s own articles, and how they compare to current good practice in the sector. Regularly reviewing and amending the articles is recognised good practice to ensure the organisation has the best arrangements in place to support the aims of the academy trust.

 

What does the guidance aim to achieve?

This guidance note provides a step-by-step approach for academy trusts to amend their articles. It covers the legislative issues affecting academy trusts derived by education, charity and company law and the oversight bodies with an interest in the regulation of academy trusts (as exempt charities and companies limited by guarantee).

Having read this guidance note, trustees, members, governance professionals and other stakeholders should be better placed to understand and apply the legal, regulatory and ethical considerations involved in amending an academy trust’s articles along with being able to identify the need for change and the benefits of updating articles. This should ultimately improve the ongoing governance arrangements in the academy trust.

 

This document includes:

 

  • Introduction
  • Who is this aimed at?
  • What does the guidance aim to achieve?
  • What are the articles of association?
  • Why review the articles?
  • What are the catalysts for reviewing and changing the articles?
  • What are the legal challenges to changing articles?
  • What does DfE expect of academy trusts looking to change their articles?              
  • What is the role of members (sponsors) in the process for changing articles
  • What other stakeholders should be involved?
  • Who needs to be notified of changes (regulators/registrars/others)?
  • An 11-step guide to reviewing and amending an academy trust's articles
  • Final observations - with a view to the potential changes in charity law presented by the Charities Bill.

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