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Charities: Conversion from a Charitable Company to a CIO

By Andrew Paul

Legislation was passed in parliament on 23 November 2017 to allow charitable companies to convert to a charitable incorporated organisation (CIO).

This legislation has been long awaited and will mean that charitable companies will be able to report to just one regulator (the Charity Commission in England & Wales – “CCEW”) rather than two (CCEW and Companies House).

These regulations only apply to charities registers in England and Wales as Scotland has a different regime (Scottish Charitable Incorporated Organisations – “SCIOs”) and there is no option to have a CIO in Northern Ireland.


The CCEW is preparing a process for the conversion and the conversion service will be available from 1 January 2018.  However, to manage the pace of applications, a staggered application timetable has been published based on the annual income of the charities, with charities with income of less than £12,500 being able to convert from 1 January 2018 but those with income greater than £500,000 unable to apply until 1 August 2018.


The process should be straightforward but CIOs will need a new Constitution and to pass a special resolution in order to convert.  The CCEW are also asking charities not to make any other changes as part of the application.

More details of the process will be published in due course. 

November 2017 


This article is published with the understanding that SWAT UK Limited is not engaged in rendering legal or professional services. The material contained in this article neither purports, nor is intended to be, advice on any particular matter. This article is an aid and cannot be expected to replace professional judgment. SWAT UK accepts no responsibility or liability to any person in respect of anything done or omitted to be done by any such person in reliance, whether sole or partial, upon the whole or any part of the contents of this article.