17 January 2026 EGM

Alphamstone Village Hall Extraordinary General Meeting

17 January 2026, 10.30am

Statement by Chair

I would like to call this meeting to order and thank you all for attending this Extraordinary General Meeting of Alphamstone Village Hall which I, Kathryn Parsons, as Chair of Trustees will be chairing.

This meeting has been called by the Trustees to discuss and vote on the trustees wishes to alter the structure of this charity from an unincorporated one to a Charitable Incorporated Organisation. (From here on referred to as CIO)

During this meeting I propose to

explain the charity structure as it is now

explain what a CIO is

explain why we, as trustees, want to change it

respond to any questions you have

ask you to vote on this proposition

Currently the Alphamstone Village Hall Charity is what is termed as an unconditional charity. The current charity and its constitution were set up in 2002, this replaced the first charity and governing document which were set up in October 1945. This is when the ownership of the hall as a community asset was established.

The format of an unconditional charity is the simplest format available and means that all named trustees are financially liable for the actions of the charity if something goes wrong. Even though we currently pay for a trustees liability insurance this is not all encompassing.

This liability occurs because an unincorporated charity has no legal personality separate from its trustees. As a result of this it cannot enter into any contracts/actions in its own name but only in the name of the trustees.

When the current charity was established this was the main type of charity format available and I want to be clear that for us to want to change it now is in no way a criticism of the Trustees at that time.

The Charities Commission, which is run by the government, was aware of the problems that were mounting due to larger charities owning land, wanting to employ people and a population that was quicker to press for damages. Because of this the CIO structure was created in 2006 and became legally available to be put into use as a charity format from 2013. It has been designed to give charities a route to incorporation without the administrative burden of being a limited company.

The Charities Commission currently recommends that the CIO structure is the one most suited for all small to mid-sized organisations who might own property or employ people.

So as a new CIO Alphamstone Village Hall would run just the same as it does now but as a company under a charitable structure. So the charity itself will be named and be able to employ, have contracts and be liable for any issues. Not the trustees.

We, as Trustees, feel that this is important because if 50 years ago, for example, someone tripped over a guy rope at the fete they would probably have been picked up, dusted off, given a drink and all would have been fine. These days the person is more likely to turn round and try and find fault and sue. I know this is a huge generalisation but times in our society have changed and we have to change with them.

We work very hard to ensure that we do things properly and fulfil all health and safety requirements so that nothing occurs but it is hard enough to find someone willing to be a trustee as it is let alone ask them to put their personal savings on the line.

So the new charity:

will continue to be regulated by the Charities Commission and registered with them

The accounts will continue to be of simple income/expenditure format available to be seen by all members at every AGM

The CIO would be of the Association Model which will retain your rights as members so you will still be able to vote at the AGM and bring any matters of concern to the trustees.

The protection and rules surrounding the Village Hall building as a community asset will be as now.

We will have to rewrite the constitution as legally the Charity Commission need certain wording within it because it is a company format but we will carry forward the same aims and ethos of the current constitution but in a more modern format.

These changes cannot be achieved overnight, it might take up to a year, there is a lot of paperwork to complete.

The Charity Commission will have to give their permission for the change and for a while there will be two charities for the hall running side by side whilst the new constitution is approved and new bank accounts set up. Only once everything is in place will we transfer the assets of the charity from the old to the new. The original charity will then be dissolved.

Please don’t be under any illusion that this is a quick knee jerk reaction by us as trustees. It isn’t. It will be a huge amount of work for us and Ian the treasurer and we are proposing that we undertake it because we feel it is important for the future of this charity, the security of the hall as an asset and its ability to attract new trustees.

I would like to reassure you at this time, in case you are wondering, that the hall has a positive financial balance of £23,202 as of this week and has no claims for damages stood against it.

Now, sorry if that was a bit detailed but it is a complex subject, I hope that what I have said has made our proposition and why we want to change it a bit clearer.

Can I ask if any of you have any questions which I will hope to be able to answer?

KP was asked if the trustees would still be able to make decisions as before, or if they would need permission from the Charity Commission. KP confirmed that day to day operations and normal expenditure on the hall would continue to be handled by the trustees who would not need to refer to the Charity Commission. There is already an existing requirement to submit accounts and details of trustees, which would continue.

A question was asked regarding insurance and KP confirmed that there would be no change in the insurance arrangements, except that trustees would no longer require personal indemnity insurance. Individuals would no longer be liable and any future claims would be against the Charity, not the trustees.

A question was asked about whether the process would require legal assistance such as solicitors. KP replied that it should not be necessary to use a solicitor as the procedure and templates were covered by the Charity Commission website. There are no staff contracts that require redrawing, and as income is below £250,000 the accounting does not require changing. LR added that a lot of the work involved was in drafting the new Constitution and that the Trustees were best placed to do this rather than external advisers given their familiarity with the aims and ethos of the Charity. KP added that the procedure is quite formalised and it is clear from the guidance what steps we are required to go through and in what order. New bank accounts will need to be in place alongside the existing accounts as part of the process.

The new Constitution will need to be submitted and approved before a new Charity number is issued, at which point the funds can be moved across and there are special forms to handle this and the transfer of other assets such as property. Finally, the existing Charity is dissolved.

Please can I ask you to vote on if you think that Alphamstone Village Hall Charity should change from the structure of unconditional to a Charitable Incorporated Organisation?

The Vote:

For 14

Against 0

If no one has anything else to ask or add I will now close the meeting.

Rosemary Ingram wished to thank the Trustees for their hard work.

KP thanked everyone for their attendance. She added that with Nicola stepping back from the website after kindly setting this up and running it successfully for several years, the trustees were looking for a volunteer to take over. Simon Johns kindly volunteered himself immediately for the role which was gratefully accepted.

The meeting closed at 11:00