Conversion to CIO: Roderick Ramage highlights some legal & practical questions
- A CIO is a limited liability charity.
- Existing charities may “convert” to CIO.
- Members of the existing charity maybecome the members of the CIO.
There is no such thing as a conversion of a charity to a charitable incorporated organisation (CIO), even though the Charity Commission (CC) uses this term. The exercise is the registration of a CIO as a new charity, and the transfer of the existing charity’s assets and engagements to it.
A CIO is a body corporate, registered as a charity with a name ending with “CIO”. CIOs are governed by the Charities Act 2011 (CA 2011), Pt 11 (ss 204 to 250) and general and insolvency regulations, SI 2012/3012 and SI 2012/3013. A CIO provides the advantages of limited liability and a legal entity capable of owing property and entering into obligations without the need for registration under the Companies Acts. References below to parts and sections are to the CA 2011.
There is only one form of CIO, but the CC has prepared two model forms of constitution, namely,
