The Society's change to a Charitable Incorporated Organisation - what does it all mean?

by the CAS Trustees

We hope that all members received the notifications the Society sent out towards the end of 2016 advising that its application to become a Charitable Incorporated Organisation (CIO) was approved by the UK's Charity Commission on 31st October 2016 and, thus, the Society became a CIO on that date. This article is aimed at providing background to the change to a CIO and explaining the way in which the Society will now operate. We think you will see that very little has changed, or will change, in terms of the facilities you enjoy as a member of the Society!

Why was it necessary for the CAS to become a charity? - The Society has effectively operated as a charity for many years in that it was an organisation which provided advice, information and facilities related to astronomy to people in south Wales who wished to receive such help. However, the Society felt - around the time of its 40th anniversary in 2015! - that it was appropriate to seek to become a registered charity in view of the benefits that would be gained. Also, formal registration as a charity had become obligatory by virtue of the Society's annual income exceeding £5,000. After much work by the Committee to determine the best way forward a proposal to seek registration as a CIO was debated by Society members at an Extraordinary General Meeting on 21st July 2016 and was overwhelmingly agreed.

What are the benefits of registered charity status? - There are several, mainly financial. Registered charities are eligible to claim Gift Aid in respect of membership subscriptions and donations and so there will be a significant ongoing increase in the Society's income. In addition, as it is possible to claim tax retrospectively going back up to four years, a sizeable sum of money should in due course be going into the Society's funds. All this would clearly mean that additional astronomical equipment could be purchased and monies, otherwise not available, could be spent in other priority areas.

Official charity status also means that it should be easier for the Society to raise funds from the public at large due to the positive image of integrity and credibility charitable status presents.

In addition, the Society will, as a registered charity, be eligible to claim funds and grants from appropriate bodies (e.g. from, we think, the Big Lottery Fund Wales) but we know this will not be easy as there are many other charities who are nearer the front of the queue. Certain sources of grant funding are, of course, open only to organisations with charitable status and, in some cases, conditions will be attached to any grants made.

Naturally, there is a price to pay - something good is rarely free! - and so the Society, like all other organisations with charitable status, must comply with regulatory requirements, including those relating to the preparation of annual accounts and returns, and there will be a need for greater financial robustness with increased monitoring of expenditure. This will put an onus on the Society's Treasurer and its Trustees (see below) but we feel it is a good thing - we all want to ensure that the Society, which has now been in existence for over 40 years, continues to run on a sound financial basis. This will mean that we will spend YOUR MONEY wisely and in the best way possible to satisfy the needs of members.

Why was the CIO model chosen? - The Society's Committee spent many months trying to determine which type of registered charity would best suit the Society's and its members' needs. There were several options but we ultimately decided that a CIO structure should be recommended to members for the reason that it would suit a small organisation much better than other, more bureaucratic models and the CIO registration process, requiring sign-off only by the Charity Commission (and not Companies House as well) would be much simpler. It is early days right now but it seems that the Committee and Society members made the right decision. However, this does of course need to be monitored as our experience of operating as a charity grows.

To register as a CIO the Society needed a new Constitution. The basic form of the new Constitution was agreed by Society members at the Extraordinary General Meeting in July 2016. It was based on a model CIO constitution provided by the Charity Commission, and this helped with the approval and registration process. We urge you to read the new Constitution and the one-page summary of it that we have now produced - both documents are accessible via the Society's website:

Why have Trustees and a Committee? - The move to registered charity status meant that the Society became a legal entity (but not a company) and so, under UK charities law, its officers became legally responsible for all actions (and inactions) of the Society. Prior to the application being made to the Charity Commission the Society's Committee discussed which organisational structure would work best for the Society and its members in terms of ensuring that minimal material change was made to the way in which the Society conducted its business, provided services to its members and met its new charitable objectives. The standard arrangement within a charity is that its Trustees (the officers of the charity who are in a position of trust or responsibility for the benefit of others) have overall control of the charity and are collectively and legally responsible for making sure that it is doing what is was set up to do. The Trustees are, it should be noted, not responsible for any of the Society's debts but they would be responsible for any misuse of CAS funds.

There are various ways in which the Trustees could be organised - all the officers of the Society (in the case of CAS this would be all the Committee members) could be elected as Trustees or only a small number could be elected and they would then delegate the day-to-day running of the Society to others (again, in the case of CAS this would be all the Committee members). The Society's Committee decided in 2016 - mainly because of the unusually large number of Committee members - that the latter option would be the best way forward as it would mean that a small number of Trustees could carry out the main financial and legal obligations of the Society whilst leaving the actual operation of the Society in the hands of the experienced Committee members.

Who is responsible for what? - Under the terms of a letter and an accompanying delegation document sent to the Society's Committee by its six original Trustees (all of whom were elected by Society members at the Extraordinary General Meeting held in July 2016) the Committee was given wide responsibility for the day-to-day running and administration of the Society.

Some of the CAS Trustees are also members of the Committee which ensures there is a close link between what the Trustees are required to do - oversee the Society's operations and satisfy the reporting and legal responsibilities - and the Committee - which can focus its energies on putting on the show!

What has changed in practice? - Since the Society's conversion to registered charity status, there has, as stated at the start of this article, been no noticeable change to what the Society actually does but the new set-up for the Society has of course put it onto a (not too steep) learning curve.

Things have carried on as before at the Society's own Observatory at Dyffryn Gardens, the various star parties and outreach events have continued, fortnightly talks are still taking place at Cardiff University (with increased attendances), and a new programme of talks is currently being devised by the Committee. The Society's library of over 300 astronomical books and DVDs is always open before and after the fortnightly talks, trips to places of organisational interest carry on being planned, and the Society's website continues to be maintained by the Committee in order to keep members informed of CAS events and make available other pertinent information. The Society's annual handbook was issued by the Committee in December and, last but not least, the quarterly newsletter remains under the editorial control of the Committee.

The Cardiff Astronomical Society marches on!