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Caithness Voluntary Group

Governance GUIDANCE & Support

Legal Responsibility

As a Third Sector organisation, you have a legal responsibility if you are a Charity or a SCIO, to comply with the Charities and Trustee Investment (Scotland Act 2005, and the Charities (Regulation and Administration) (Scotland) Act 2023, or if you are an incorporated not-for-profit company like a Company Limited by Guarantee, CIC, Co-operative, or a BenCom you will need to comply with the Companies Act 2006.


Compliance with the law can easily be achieved by ensuring your organisation follows good governance practices, operates within the law, and follows the rules stipulated within your accepted Constitution or Articles of Association.


Caithness Voluntary Group can help with all aspects of governance for your organisation.

Moral Responsibility

Even if your organisation is not a charity or incorporated entity, as an unincorporated voluntary organisation, group, association or trust, you still have a moral responsibility to ensure that your organisation follows good governance practices to ensure accountability, transparency, and effective management. Adhering to good governance practices is crucial for your organisations sustainability and success.


As with the organisations that have a legal responsibility, Caithness Voluntary Group can help with all aspects of governance for your organisation.

Good Governance

By making sure that your organisation (regardless of what type of structure it has been set up as) operates under good governance practices, you will be ensuring the following:

  • Accountability - Good governance ensures that the organisation's activities are transparent and that decisions are made responsibly.  
  • Effective Management - It helps in managing the organisation's resources, finances, and activities effectively.  
  • Sustainability - Adhering to good governance practices helps the organisation maintain its operations and achieve its goals over the long term.  
  • Trust and Confidence - It builds trust among members, stakeholders, and the wider community.  
  • Avoiding Legal Issues - Good governance can help prevent disputes, conflicts, and potential legal problems. 

Key Aspects Of Good Governance

The following are the key aspects of good

governance:

  • Constitution - Having a clear and well-defined constitution (or rules) that outlines the organisation's purposes, membership, decision-making processes, and responsibilities of key individuals is essential.  
  • Transparency - Making information about the organisation's activities, finances, and decisions publicly available (or to members) is crucial.    
  • Accountability - Establishing clear lines of responsibility and accountability for decision-making is important.  
  • Financial Management - Having sound financial procedures for managing funds, including budgeting, reporting, and audits (if appropriate), is essential.  
  • Conflict of Interest - Having a process for identifying and managing potential conflicts of interest is important.  
  • Decision-Making -  Ensuring that decisions are made fairly and transparently, with appropriate consultation and consideration of relevant information.  

OSCR Guidance on Good Governance

Thinking of becoming incorporated?

Is It Right For You?

Becoming a Scottish Charitable Incorporated Organisation (SCIO) or another type of incorporated organisation does not suit every group, and the first thing we will do is sit down with you and go through the pros and cons to make sure that becoming incorporated is the best option for your organisation. We will also need to examine your current constitution to ensure that you are legally able to make the change.

Choosing The Right Structure

We will then go through the various options on structures that you can choose from to become incorporated.  

New Constitution

Once you have decided on the right structure, you will need a new Constitution or Articles of Association. We can assist you with this providing standard templates for incorporation. Once a draft has been drawn up and approved by your organisation, we will happily review it to ensure everything is in order prior to submission.

Identifying Trustees / Directors

You will need to identify who is going to be the Trustees or directors of your newly incorporated organisation. They will need to read guidance documents, fill in forms and declarations, and possibly even undergo some training. 

The Application

Once you are ready to apply for incorporation, we can guide and support you through the application process, in fact, we will guide and support you through every step of the process including what needs to be done once your incorporation is granted.

Unincorporated To Incorporated

Depending on whether you were a charity or not, or whether your organisation holds assets, will determine the degree of complexity and expense to transition from your old unincorporated organisation to the new incorporated one, but again, we will guide you through the entire process.

If your organisation needs governance guidance or support, please send us a message.

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