Legal Structure

MATRIX Neurological has been established as a Charitable Incorporated Organisation [CIO]. This is a new form of legal entity designed for charitable organisations in England and Wales.  It is an incorporated form of charity that is not a company.  The provisions of the Companies Act 2006 do not apply to us as a CIO unless the CIO Regulations change and make such provision.

The main advantage of a CIO is the limited liability afforded by an incorporated form, alongside the lower administrative burden associated with being regulated by the Charity Commission alone, and not by Companies House. The CIO is the only bespoke legal vehicle for charities, and has been designed with charities in mind.

Three months after agreeing and signing our governing document, Matrix Neurological was awarded its charitable status by the Charity Commission and was entered onto the Register of Charities under its Registration Number: 1159973.

This gives us the powers to:

• employ paid staff
• deliver charitable services under contractual agreements
• enter into commercial contracts in our own name
• own freehold or leasehold land or other property

MATRIX Neurological uses the Foundation model of CIO whereby the only members are our Trustees who make all the strategic decisions in the best interest of the charity.

In order to qualify as a Charitable Incorporated Organisation we MUST:

• have a constitution as our governing document. We have complied with the Charity Commission’s model Foundation CIO constitution;
• be registered with the Charity Commission for us to legally be in existence;
• keep a register of its trustees (who are also the members);
• send its accounts and annual return to the Charity Commission each year, regardless of our income

[Reference: Charity Commission; Charity types: how to choose a structure (CC22a); 4 November 2014]

We believe the CIO to be more flexible than a charitable company limited by guarantee because a CIO constitution can allow for decisions at meetings to be by consensus, for example. The regime for electronic communications with members is also less rigid than the regime that applies to charitable companies

Aside from the lower administration in complying with just one regulator’s requirements, the CIO can be a suitable vehicle for joint ventures or other collaborative activity between charities or for the delivery of statutory services being outsourced from local authorities. It can also help with risk management around delivery of activities, employment obligations and so on.