Role of the trustee
Trustees operate within two sets of formal rules, the governing document which may be called rules
or a constitution or the trust deed. In a charitable company, the governing document will be called
the Memorandum and Articles of Association or the Articles.
The second set of rules are those in the law, particularly the acts which govern their type of
organisation, for example, the Trustee Act 2000 (for unincorporated charities), Insolvency Acts,
Companies Acts and Charity Acts.
Trustees work collectively as a trustee board and take decisions at formal board meetings.
In practice, many trustee boards delegate day to day or operational matters to individual trustees,
volunteers, staff or agents. In large charities the trustee board might delegate the day to day running
of the organisation along with some decision making powers to a staff team via a chief executive.
Regardless of how much day to day work is delegated from them, the trustee board retain overall
legal responsibility and may only delegate as far as their governing document or the relevant
legislation allows.
Chair
The chair is a trustee with a specific role on the board. The chair is elected or appointed to this role
as set out in the charity’s governing document.
The role of the chair is to chair meetings of the trustee board.
In addition, some chairs take on a number of additional roles. The chair can only take on these
additional roles if they have been authorised to do so. This authorisation might be set out in the
governing document or related procedure, or agreed by the other trustees in a role description or
some other document.
Additional roles of the chair sometimes include:
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Supporting and supervising the head of staff or chief executive and acting as a channel of
communication between board and staff
Acting as a figurehead for the charity (for example, representing it at functions, meetings or
in the press).
Leading on the development of the board and ensuring its decisions are implemented.
Taking urgent action (but not decision making unless authorised) between board meetings
when it isn’t possible or practical to hold a meeting.
The roles above are not exclusively roles of the chair. For example, in some charities the
development of the board might be led by another trustee; in others, the charity’s press
spokesperson might be a member of staff.
Role of a Treasurer
The overall role of a treasurer is to:
Empowering West Berkshire Ltd
Broadway House. 4-8 The Broadway. Newbury. Berkshire. RG14 1AJ.
T. 01635 760501 E. info@empoweringwb.org.uk W. www.empoweringwb.org.uk
Charity Reg No: 1142740 Company Reg No: 07234958
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Maintain an overview of the organisation's affairs
Ensuring its financial viability
Ensuring that proper financial records and procedures are maintained.
In small charities without paid staff the treasurer may take a greater role in the day-to-day finances
of the organisation.
General responsibilities
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To ensure that the organisation complies with its governing document, charity law, company
law and any other relevant legislation or regulations.
To ensure that the organisation pursues its objects as defined in its governing document.
To ensure the organisation applies its resources exclusively in pursuance of its objects (the
charity must not spend money on activities which are not included in its own objects, no
matter how worthwhile or charitable those activities are).
To contribute actively to the board of trustees' role in giving firm strategic direction to the
organisation, setting overall policy, defining goals and setting targets and evaluating
performance against agreed targets.
To safeguard the good name and values of the organisation.
To ensure the effective and efficient administration of the organisation.
To ensure the financial stability of the organisation.
To protect and manage the property of the charity and to ensure the proper investment of
the charity's funds.
If the charity employs staff, to appoint the chief executive officer and monitor his/her
performance.
In addition to the above statutory duties, each trustee should use any specific skills, knowledge or
experience they have to help the board of trustees reach sound decisions. This may involve:
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Scrutinising board papers
Leading discussions
Focusing on key issues
Providing guidance on new initiatives
Other issues in which the trustee has special expertise
Additional duties of the treasurer
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Overseeing, approving and presenting budgets, accounts and financial statements
Being assured that the financial resources of the organisation meet its present and future
needs
Ensuring that the charity has an appropriate reserves policy
The preparation and presentation of financial reports to the board
Ensuring that appropriate accounting procedures and controls are in place
Liaising with any paid staff and volunteers about financial matters
Advising on the financial implications of the organisation's strategic plans
Ensuring that the charity has an appropriate investment policy
Ensuring that there is no conflict between any investment held and the aims and objects of
the charity
Monitoring the organisation's investment activity and ensuring its consistency with the
organisation's policies and legal responsibilities
Ensuring the organisation's compliance with legislation
Ensuring equipment and assets are adequately maintained and insured
Empowering West Berkshire Ltd
Broadway House. 4-8 The Broadway. Newbury. Berkshire. RG14 1AJ.
T. 01635 760501 E. info@empoweringwb.org.uk W. www.empoweringwb.org.uk
Charity Reg No: 1142740 Company Reg No: 07234958
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Ensuring that the accounts are prepared and disclosed in the form required by funders and
the relevant statutory bodies, e.g. The charity commission and/or the registrar of companies
If external scrutiny of accounts is required, ensuring that the accounts are scrutinised in the
manner required (independent examination or audit) and any recommendations are
implemented
Keeping the board informed about its financial duties and responsibilities
Contributing to the fundraising strategy of the organisation
Making a formal presentation of the accounts at the annual general meeting and drawing
attention to important points in a coherent and easily understandable way
Sitting on appraisal, recruitment and disciplinary panels as required
Secretary
The secretary
The secretary is a trustee with a specific role on the board. The secretary is elected or appointed to
this role as set out in the charity’s governing document.
The trustee appointed or elected to be secretary can only take on specific duties if they have been
authorised to do so. This authorisation might be set out in the governing document or related
procedure, or agreed by the other trustees in a role description or some other document.
The role of secretary varies significantly from charity to charity:
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In large charities it is common for many secretarial duties (eg organising and minuting board
meetings) to be undertaken by employees. In this case, the honorary secretary’s only role
might be to take minutes of confidential sections of meetings where employees are not
present.
In small charities, the honorary secretary might take on a number of administrative duties to
support the board – one of the most important being to take minutes of board meetings.
The Honorary Secretary is different from the Company Secretary.
Company secretary
Many companies limited by guarantee appoint a company secretary.
The company secretary’s role is generally to ensure that the charity complies with the requirements
of company law.
Company secretaries may also execute legal documents for the charity of authorised by the board.
It is no longer a legal requirement to appoint a company secretary unless the governing document
specifically requires one. However, charitable companies can consider amending their governing
document to remove the requirement.
In charitable companies employing staff, the role of company secretary is commonly assigned to a
member of staff.
Where there is a Company Secretary, it might not be necessary to appoint an Honorary Secretary.
Empowering West Berkshire Ltd
Broadway House. 4-8 The Broadway. Newbury. Berkshire. RG14 1AJ.
T. 01635 760501 E. info@empoweringwb.org.uk W. www.empoweringwb.org.uk
Charity Reg No: 1142740 Company Reg No: 07234958