Charities and not-for-profit organisations evolve. You may be responding to funding pressures, planning for growth, improving efficiency, or looking to collaborate with another organisation to increase impact. Whatever is driving the change, restructuring needs to be handled carefully to protect your mission, manage risk, and remain compliant with Charity Commission and company law requirements.
DTM Legal’s Charity & Philanthropy team draws upon our Corporate & Commercial expertise to provide strategic, practical legal support for organisational change. Whether you’re merging with another entity, streamlining operations, or expanding services, we help you put the right legal framework in place to support your goals.
When might restructuring be the right step?
Restructuring can help charities and not-for-profits to:
- strengthen governance and decision-making
- reduce administrative burden and operational cost
- manage risk and improve regulatory compliance
- unlock new funding routes or commercial opportunities
- deliver services more effectively (including through partnerships)
- respond to changes in leadership, direction or beneficiary need
Restructuring and reorganisation options we can support
Every organisation is different. We advise on the most appropriate route based on your aims, your existing structure, and the regulatory position. This may include:
Mergers and collaborations
- full mergers (including transfer of assets and operations)
- group structures, joint ventures and strategic partnerships
- shared service arrangements and collaboration agreements
- due diligence, risk allocation and implementation planning
Changing legal form or modernising structure
- incorporation of an unincorporated association
- transitions between charity structures (e.g. charitable company / CIO)
- updating membership models and constitutional arrangements
- governance redesign to reflect how the organisation now operates
Internal reorganisations and streamlining
- re-aligning functions across teams, branches, or trading subsidiaries
- rationalising contracts, service lines, and operational documentation
- restructuring decision-making and delegated authority
- creating or reviewing reserved matters and board/committee terms of reference
Transfers of assets, services and activities
- transfer agreements and implementation support
- support with charity property considerations and compliance requirements
- review and assignment/novation of key contracts
- protecting branding, data, and intellectual property during transition
Key legal and regulatory considerations
Restructuring is not just an administrative exercise. It often involves multiple layers of legal and regulatory compliance. We can guide you through key issues such as:
- trustee duties and decision-making (including evidencing “best interests”)
- required approvals under your governing document (and, where applicable, member approvals)
- Charity Commission engagement and regulatory consent where needed
- property transactions and statutory compliance
- employment and staffing considerations (including potential TUPE issues)
- liabilities, contracts, disputes risk, and reputation management
- timelines, governance records, and implementation planning
How DTM Legal can help
We provide end-to-end support, from strategic planning through to implementation. Our service typically includes:
- an initial options review and restructuring roadmap
- drafting and negotiating merger or collaboration documentation
- due diligence support (legal risk identification and mitigation)
- updating governing documents and governance frameworks
- board and member resolution support, meeting preparation, and record keeping
- Companies House and Charity Commission filings and ongoing compliance
- coordinating input from our Commercial Property, Employment & HR, and Dispute Resolution teams where needed
Why choose DTM Legal?
Restructuring can be complex, sensitive, and time-critical. We focus on clear advice, practical solutions, and helping trustees and leadership teams move forward with confidence. By combining charity sector insight with strong Corporate & Commercial capability, we’re well placed to support both the legal detail and the strategic direction of change.
For expert advice and personalised service, and to discuss our Charity & Philanthropy legal services, please contact:
Alison Brennan
Phone: 01244 354815
Email: Alison.Brennan@dtmlegal.com
Richard Thomas
Phone: 01244 354801
Email: Richard.Thomas@dtmlegal.com
