Working Governance Document

(Administrative and Operational Regulations Made Under Clause 19 of the 1921 Scheme)
Revised June 2026
________________________________________
1. Status and Authority of This Document
1.1
This Working Governance Document is adopted by the Trustees of The Heacham Club under Clause 19 of the 1921 Scheme (sealed 29 April 1921), which empowers the Trustees to make regulations for the conduct of their business and the practical administration of the Charity.
1.2
This document does not amend, replace, override, or alter the 1921 Scheme. Where any provision of this document conflicts with the Scheme, the Scheme prevails.
1.3
This document provides administrative clarity, ensures consistent governance practice, and supports compliance with charity law and Charity Commission guidance.
________________________________________
2. Trustee Administration
2.1 Declaration of Acceptance
No person may act as a Trustee until they have signed a declaration of acceptance and willingness to act, recorded in the Trustees’ minute book, in accordance with Clause 8 of the 1921 Scheme.
2.2 Trustee Competence and Conduct
Trustees must:
• act solely in the best interests of the Charity
• comply with statutory duties under the Charities Act 2011
• follow Charity Commission guidance
• maintain appropriate skills, knowledge and time availability
• declare and manage conflicts of interest
2.3 Resignation and Removal (Administrative Clarification)
A Trustee will cease to act if:
• they resign in writing
• they are adjudged bankrupt
• they become incapable of acting
• they notify the Trustees of a wish to resign
• they fall within Clause 9 of the 1921 Scheme
Where concerns arise about conduct, the Trustees may initiate an internal review and seek Charity Commission guidance.
2.4 Appointment of Trustees (Administrative Clarification)
(Made under Clause 19 of the 1921 Scheme)
2.4.1 Ex Officio Trustees
Ex officio Trustees may take office automatically upon assuming the qualifying role under Clause 4 of the 1921 Scheme and complying with the conditions of Clause 8 of the 1921 Scheme.
The Trustees will record the commencement of office in the minute book as soon as practicable.
2.4.2 Non Official Trustee (Clause 6 of the 1921 Scheme)
Future Non Official Trustees are appointed:
• by resolution at a special meeting of the Trustees
• following confirmation that a vacancy exists
• not less than one calendar month after the vacancy has arisen
2.4.3 Administrative Procedure for Appointments
To ensure orderly governance, the Trustees adopt the following administrative steps:
• a special meeting will be convened by the Chair or any two Trustees
• candidates may be proposed by any Trustee
• eligibility will be assessed in accordance with charity law and the Scheme
• the appointment will be recorded in the minute book
• the declaration of acceptance will be signed before acting
2.4.4 Retrospective Regularisation
Where a Trustee has acted in good faith prior to formal ratification, the Trustees may record the appointment as effective from the date the individual began acting, consistent with trust law principles of retrospective regularisation.
________________________________________
3. Meetings and Decision Making
3.1 Ordinary Meetings
The Trustees will hold at least six ordinary meetings per year.
3.2 Special Meetings
A special meeting may be called by the Chair or any two Trustees with at least four days’ notice, in accordance with Clause 15 of the 1921 Scheme.
3.3 Chair of Trustees
At the first ordinary meeting each year, Trustees will elect a Chair for administrative purposes.
The Chair has a casting vote.
3.4 Quorum
For effective administration, the Trustees agree that four Trustees should normally be present.
This does not alter the legal quorum of two under the 1921 Scheme.
3.5 Voting
Decisions are made by simple majority.
The Chair has a casting vote.
3.6 Minutes and Records
The Trustees will maintain:
• a minute book
• financial records
• registers of interests
• key governance documents
• records of appointments and resignations
________________________________________
4. Financial and Administrative Controls
4.1 Banking and Payments
The Trustees will:
• maintain a bank account in the Charity’s name
• require at least two authorised signatories
• ensure proper financial controls and segregation of duties
4.2 Document Custody
All deeds, leases, licences and key documents will be securely stored and accessible to all Trustees.
4.3 Annual Accounts
Accounts will be prepared in accordance with Charity Commission requirements and approved by the Trustees.
________________________________________
5. Operational Management
5.1 Use of Charity Property
The Trustees will manage the property in accordance with Clause 20 of the 1921 Scheme.
5.2 Lettings and Licences
Lettings and licences will comply with:
• Clause 21 of the 1921 Scheme
• Charity Commission guidance on land transactions
• the Charities Act 2011
5.3 Subsidiary Company (Administrative Note Only)
Where beneficial, the Trustees may operate trading activities through a wholly owned company, provided:
• it is used only for activities permitted by charity law
• it does not alter the governance structure
• all decisions remain under Trustee control
• all profits are returned to the Charity
________________________________________
6. Committees and Working Groups
6.1
The Trustees may establish committees or working groups to support administrative tasks.
6.2
Committees may include non Trustees where appropriate skills are required.
________________________________________
7. The Council (Administrative Regulations Only)
7.1
The Council continues to exist as constituted under the 1921 Scheme.
7.2
Under Clause 19, the Trustees may define the duties and powers of the Council.
7.3
To ensure compliance with charity law:
• Trustees retain ultimate responsibility
• the Council operates under Trustee oversight
• the Council may not bind the Trustees
• the Council may not incur expenditure or enter contracts
• all Council recommendations require Trustee approval
7.4
The Council’s role is limited to:
• reviewing matters connected with the conduct and general management of the Charity
• providing advice and recommendations
• supporting community engagement
• assisting with non binding operational suggestions
7.5
Where conflict arises, the Trustees’ decision is final.
________________________________________
8. Policies and Compliance
The Trustees will maintain and periodically review:
• safeguarding
• health and safety
• data protection
• conflicts of interest
• financial controls
• risk management
________________________________________
9. Review of This Document
This document will be reviewed annually and updated as necessary, provided no update purports to amend the 1921 Scheme.