Charities and not-for-profit in Scotland

Brodies LLP

Retained by an impressive array of large charities and not-for-profit organisations, the well-rounded charity offering at Brodies LLP encompasses all manner of issues affecting third sector entities. Underscoring its experience in charities regulation and governance is its status as principal legal adviser to the Scottish Charity Regulator. In March 2020, charity law specialist Kenneth Pinkerton joined the group from Turcan Connell, taking up the position of director of charities and third sector and co-head of the group. Pinkerton shares responsibility for the department along with Brenda Scott and Eric Galbraith, both of whom are well-versed in corporate governance and structure mandates. Elsewhere, charity disputes expert Christine O’Neill and regulatory specialist Charles Livingstone regularly act in high-profile instructions for the Office of the Scottish Charity Regulator, while Martin Sloan performs well in data protection mandates and employment-focused Lynne Marr primarily represents clients in issues arising from the education sector.

Practice head(s):

Kenneth Pinkerton; Brenda Scott; Eric Galbraith

Other key lawyers:

Christine O’Neill QC; Charles Livingstone; Martin Sloan; Lynne Marr; Helen Kidd

Testimonials

‘Really helpful, informative and actionable advice all of which is delivered with patience and in a way that seeks to ensure client understanding.’

‘The team are responsive, quick to support and methodical with their advice. They are adaptable and flexible to the needs of the client and provide excellent commercial advice.’

‘Kenneth Pinkerton, with his detailed knowledge and in-depth understanding of the Scottish third sector, is an outstanding solicitor. He is detailed and nuanced in his approach and inspires confidence with his advice, his roles within the third sector make him immensely well qualified to advise not only on the legal aspects, but also the practical application of the law to charities. Kenneth cannot be recommended highly enough. ’

‘Excellent bench-strength across the team, standout across Scotland, Kenneth Pinkerton in particular is one of Scotland’s top lawyers and should be recognised for his contribution to the third sector and charity governance. ’

‘Kenneth Pinkerton is refreshing, his approach and extensive knowledge of charity governance legislation make him an excellent advisor. His advice is tailored to the matter at hand and he understands the practical application of his advice, making his advice particularly relevant to clients. ’

‘Brodies has the right knowledge and expertise to support the unique needs of our charity. This can be from IP, to social media to employement law. They are efficient and always up to date on the current key changes in the law. ’

‘Martin Sloan is brilliant at understanding what we need and ensuring it is expressed in plain English.’

Key clients

Office of the Scottish Charity Regulator

Scottish Society of Prevention of Cruelty to Animals (SSPCA)

Edinburgh Festival Fringe Society

The Scottish Garden City Housing Society Limited

Maggie’s Centres

Malaria No More

National Galleries of Scotland

Shetland Fisheries Training Centre Trust

Dollar Academy

Royal Scottish National Orchestra

Work highlights

  • Acted for the Office of the Scottish Charity Regulator in the first appeals, since its creation, to the Upper Tribunal and to the Inner House of the Court of Session against OSCR’s refusal to grant charitable status to two trading subsidiaries of the New Lanark Trust.
  • Provide full-service advice to Scotland’s animal welfare charity, SSPCA, including charity law issues and governance advice in connection with a review of their constitution and the handling of a number of litigations.
  • Advising the Edinburgh Festival Fringe Society on its decision to cancel the 2020 Fringe.

Anderson Strathern

Anderson Strathern fields ‘a very experienced team which is well-connected with OSCR’. It focuses on governance matters, regulatory issues, OSCR investigations, sustainable community projects, data protection procedures and restructuring exercises. The department, which is led by Victoria Simpson, acts for a diverse range of clients. In addition to acting for traditional charities, it represents a myriad of other non-profit organisations, including community benefit companies, Royal Charter bodies, educational charities and endowments, as well as professional, trade and housing associations. Simpson's group includes Audrey Cameron, whose practice has an emphasis on governance matters. Also recommended is Douglas McLachlan, who primarily advises on IP and data protection issues. Barry Nichol concentrates on employment issues. Director Gillian Harkness-McKinlay recently joined the team from Burness Paull LLP.

Practice head(s):

Victoria Simpson

Other key lawyers:

Audrey Cameron; Douglas McLachlan; Barry Nichol; Gillian Harkness-McKinlay

Testimonials

‘I deal with a range of departments within the firm. All are equally helpful and very client-focused.’ 

‘They take the time to fully understand the situation in hand. They explain the possible solutions in an easy-to-understand and fully accessible manner.’

‘I enjoy working with Anderson Strathern. They are friendly, knowledgeable and very responsive, particularly when matters are urgent or have short timescales.’

‘All key individuals have extensive knowledge of their specialist areas and provide quick, efficient, and most importantly, clear and reliable advice.’

‘Very experienced team which is well connected with OSCR.’

Key clients

R S Macdonald Charitable Trust

YMCA Scotland

Dynamic Earth

Royal Zoological Society of Scotland

Edinburgh Napier University

Waverley Steam Navigation Company Ltd

The Citizens Theatre, Glasgow

The Royal Lyceum Theatre Company, Edinburgh

Live Borders (ALEO)

Buccleuch Living Heritage Trust

BTO Solicitors LLP

BTO Solicitors LLP’s offering encompasses the full spectrum of issues impacting charities. Following the retirement of Patrice Fabien in March 2020, the group is now led by experienced senior associate Marion Davis, whose practice is centred on complex corporate and governance issues. Property expert David Gibson and senior associate Douglas Strang (who specialises in employment issues) are also names to note.

Practice head(s):

Marion Davis

Other key lawyers:

David Gibson; Douglas Strang

Testimonials

‘Marion Davis is an excellent charity lawyer, highly skilled on all aspects of drafting through to submission with the regulator and ongoing service thereafter.’

‘The firm has a depth of knowledge and understanding that is second to none of where registered social landlords fit within the overall charitable and social housing regulatory frameworks.’

‘Marion Davis stands out for us in her knowledge of the charitable sector. She spent time on secondment to OSCR, which gives her a unique insight into the way the regulator thinks, which is of immense value to us and other charities.’

‘We have found BTO to be a welcoming practice who are supportive of our organisation. The individuals that we have engaged with have demonstrated interest in our ethos and are subsequently responsive to our unique requirements.’

We have found that the depth and breadth of knowledge available to us through the expertise of the practice is invaluable, and means we are no longer reliant on multiple specialists.’

‘Marion’s communication is clear, unambiguous and accessible to all regardless of role making her advice simple and effective in practice. We have found Marion to be responsive in her practice, actions are efficiently dealt with.’

‘We always receive clear, understandable and practical advice no matter how complex the problem.’

‘Good, friendly, efficient client service. No lengthy emails or phone calls which build up time – just accurate and skillful legal advice.’

Key clients

Tigh A’Chomainn Camphill

Deafblind Scotland

The Richmond Fellowship Scotland

Epilepsy Action Scotland

Whiteinch and Scotstoun Housing Association

Senscot (Social Enterprise Network Scotland)

Scottish Care (an umbrella body for care providers, many of whom are charities)

The Kinning Park Complex

The Peter Vardy Foundation

The Island of Hoy Development Trust

The Architectural Heritage Fund

Ellen MacArthur Cancer Trust

CLIC Sargent Cancer Care for Children

The Scottish Cremation Society Limited

Work highlights

  • Acted for Senscot on its merger with Social Firms Scotland, advising on all stages of the process from due diligence and TUPE to the transfer agreement and all charity regulatory consents. Achieved a transfer on 1 July 2020, having negotiated the complications of general meetings and concluding contracts under Covid restrictions.
  • Assisted The Peter Vardy Foundation with a Commercial Participator Agreement between the client, a commercial company and 6 grant receiving charities to regulate their arrangement for the company to raise funds for the client, which are then distributed to the grant recipients.
  • Assisted a community charity with removing a trustee due to persistent failure by the trustee to comply with his legal duties as a charity trustee, ensuring compliance with charity law and our client’s constitution.

Burness Paull LLP

Particularly well-versed in the corporate and commercial considerations of third sector clients, Burness Paull LLP specialises in developing corporate legal structures. In recent years, its work has had a strong focus on assisting clients with innovative partnership models, charity mergers, consortium structures, community renewables shared ownership projects, as well as the establishment of Scottish Charitable Incorporated Organisations (SCIOs). Following the retirement of former group head Stephen Phillips in August 2020, the department is now overseen by Graeme Palmer, whose personal practice places a special emphasis on the representation of education and renewable energy clients. Rhona McAdam and senior associate Emma Maxwell are other key members of the team.

Practice head(s):

Graeme Palmer

Other key lawyers:

Emma Maxwell; Rhona McAdam

Key clients

Pancreatic Cancer Scotland

United Kingdom Sepsis Trust Limited

First Port for Social Entrepreneurs Scotland

Cornerstone

South of Scotland Community Housing Trust

Sustrans

Work highlights

  • Advising Pancreatic Cancer Scotland on its merger with Pancreatic Cancer Action (a UK-wide charity).
  • Advising Firstport on the development of terms and conditions of funding for two different Scottish Government funded programmes.
  • Advising Sustrans on the development of the template agreement for the “Spaces for People/Spaces for Everyone” funding.

Gillespie Macandrew LLP

Gillespie Macandrew LLP excels in traditional streams of charity work - notably setups, wind-ups and reorganisations - and it also advises clients on intellectual protection, employment, commercial, corporate governance and contentious issues. The group is led by Lianne Lodge, who has experience of guiding philanthropists through the process of creating charitable foundations, and also providing succession planning advice to family foundations. The department almost exclusively acts for private and corporate charity clients. Corporate head Chris Smith regularly supports Lodge with mandates relating to incorporation and governance.

Practice head(s):

Lianne Lodge

Other key lawyers:

Chris Smith

Testimonials

‘Lianne Lodge gave considered and clear advice, was very accessible and was thoughtful in her consideration of problems which arose.’

‘I would recommend Lianne Lodge, the partner I deal with, to anyone asking me if I could recommend a lawyer.’

‘Lianne Lodge is an excellent ally for the third sector, always going the extra mile to add value. Her engagement, professionalism and approachability is much appreciated.’

‘The team works collaboratively across all the disciplines, necessarily recognising that charities are also businesses, employers, contractors etc. They also have a very good sense of governance issues.’

‘Also has experience in cross-border charity regulation issues, advising on tax-efficient structures which work in multiple jurisdictions.’

‘Lianne Lodge is the stand-out partner. Her advice is always well thought through and tailored to the needs and cultures of the particular client.’

‘She always accessible and happy to talk through issues, drilling to the core of the problem.’

‘Lianne also serves a a charity trustee herself so she has a good understanding of the day to day issues faced by her clients.’

Key clients

Royal College of Physicians Edinburgh

Mount Stewart Trust

Blair Charitable Trust

Earl Haig Fund (Scotland) – known as Poppy Scotland

Johnson & Johnson Foundation Scotland

North Berwick Trust Ltd

Scottish Veterans Garden City Association (Inc)

Royal Regiment Scotland

Rainbow Boxes Foundation SCIO

Erskine of Torrie Institution

Work highlights

  • Supported Johnson & Johnson Foundation through a rebranding exercise, as well as a reorganisation application with OSCR.
  • Renegotiated with Erskine of Torrie Institution a lease of prominent paintings to National Galleries of Scotland and ensured that the proper Scottish Ministers Indemnity is in place to protect these very valuable items which will go on display at the new Scottish Collection in the National Gallery in Edinburgh.
  • Assisted Rainbow Boxes with drafting a Scottish Charitable Incorporated Organisation and agreed the same with OSCR with a 24 hour turnaround, allowing for this urgent charity to be established smoothly and extremely quickly.

Harper Macleod LLP

Harper Macleod LLP’s team is retained by a mix of UK-wide charities, social landlords, faith-based charities and trusts. It displays particular strengths in charity law issues, disciplinary matters, governance queries, charitable incorporations, as well as data protection and employment law matters. James McMorrow and Derek Hogg jointly lead the group, which also includes Jennifer Jack, who deals with a broad spectrum of judicial appeals and disputes. At associate level, Kelly Fraser focuses on data protection and information law issues, as well as incorporations and compliance matters.

Practice head(s):

James McMorrow; Derek Hogg

Other key lawyers:

Jennifer Jack; Kelly Fraser

Testimonials

‘There is a breadth of knowledge in this firm that is difficult to find elsewhere.’

‘Sound sector insight and understanding, able to support the client across a number of areas which are relevant to our context.’

‘For us, the depth of knowledge that the firm has is key. We know that they will be able to support is with any of a number of issues that we may have. The ability to provide us with specialist support from varied staff is very important to us.’

‘Some very experienced solicitors who are able to provide readily understandable advice that is practical and business-relevant.’

‘The partners that I have dealt with are excellent communicators and they provide legal advice that is business relevant. Quick turnaround on work. Patient when dealing which challenging transactions. Always polite and professional.’

Key clients

Kilravock Charity Trust

Bowls Scotland

ROHHAD Association

Grampian Housing Association Limited

Blackwood Homes and Care

retailTRUST

Inspiring Scotland

National Autistic Society

Wheatley Housing Group Limited

Caledonia Housing Association Limited

Dumfries and Galloway Housing Partnership

Greenpeace International, Greenpeace UK, Greenpeace Netherlands

Work highlights

  • Advised Glasgow City Council on its procurement of an innovative £187m Homelessness Alliance Partnership agreement, including advice on all charity law issues.
  • Advised Wheatley Housing Group, one of the UK’s largest housing groups, on a wide range of charity law issues concerning mergers, acquisitions and restructure exercises.
  • Advised, RetailTRUST, the largest charity in the retail sector within the UK, providing a variety of services including wellbeing and hospice care, on a wide range of charity law compliance matters.

Lindsays

Led by Alastair Keatinge, Lindsays acts for a wide range of prominent charities, including service providers, grant-making foundations and campaigning organisations. Its work covers advice on governance, OSCR compliance, constitutional reviews and reorganisations and restructuring matters. The department - particularly employment specialists Ben Doherty and Kate Wyatt- also frequently offers charity clients employment advice on staff negligence issues, executive removals, settlement agreements and TUPE guidance following mergers. Other core areas of focus for the group include charity law contracts, funding, commercial property matters and litigation. Consultant David Dunsire also provides key support in this space.

Practice head(s):

Alastair Keatinge

Other key lawyers:

David Dunsire; Ben Doherty; Kate Wyatt; Kenneth Gray

Testimonials

‘Lindsays has provided a range of expertise across some very complex matters including charities law (including OSCR requirements), contractual law and intricacies, TUPE transfer and HR issues.’

‘The partner I dealt with made things simple and achievable.’

Key clients

Scottish Refugee Council

Cycling Scotland

Melville College Trust

Sense Scotland

Carnegie UK Trust

St Columba’s Hospice

Fife Voluntary Action

The Clark Foundation for Legal Education

Bank of Scotland Foundation

Scottish Hostelling

Carr Gomm

Edinburgh Dog and Cat Home

Alcohol Focus Scotland

Crossroads Caring Scotland

LifeCare Edinburgh

The Marchig Animal Welfare Trust

Social Bite

Work highlights

  • Representing the board of Sense Scotland in an independent review of the governance of partnership arrangements for Scottish charities.
  • Advising Scottish Refugee Council in respect of important reputational and contractual issues.
  • Assisting Carnegie UK Trust Working with the identification of arrangements that might improve and modernise the governance of the charity.

MacRoberts LLP

MacRoberts LLP has seen an uptick in charity structuring work, in which it advises on charitable purposes and constitutions and associated regulatory and governance processes, including OSCR applications and internal governance issues. The group’s expertise in fundraising issues, as well as employment and data protection matters, also came to the fore during the COVID-19 pandemic. Practice head Valerie Armstrong-Surgenor and trusted associate Jozanne Bainbridge also work extensively with health and social care clients. Robin Fallas, who achieved accreditation by the Law Society of Scotland as a charity law specialist in 2020, focuses on social enterprise structuring mandates.

Practice head(s):

Valerie Armstrong-Surgenor

Other key lawyers:

Robin Fallas; Jozanne Bainbridge

Testimonials

‘Val Armstrong-Surgenor has excellent practical and legal experience and is very well placed to give insightful and strategic advice.’

‘Strong team, well-known and well-respected. Excellent advice and useful helpline approach giving free advice at the outset of any matter.’

‘The entire team are always extremely professional, giving great advice and support, willing to get involved as much or as little as required.’

‘Jozanne Bainbridge is always a pleasure to deal with. She is thorough but always pragmatic and focused on achieving a solution. She listens well and helps me to explain the challenge to her.’

Robin Fallas has supported the organisation through a particularly challenging time, with practical advice and support alongside necessary legal advice where appropriate.’

‘The expertise of Valerie Armstrong-Surgenor and her team is second-to-none and they are our go-to for charity law.’

‘Valerie Armstrong-Surgenor has an outstanding level of expertise and experience within the charity as a solicitor and as a trustee herself.’

Jozanne Bainbridge is excellent and provided timely and considered advice.’

Key clients

Air Ambulance, Kent and Sussex

The Scottish Professional Football League Trust

First Port For Social Entrepreneurs Scotland Limited

Scottish Council for Voluntary Organisations

Hillcrest Homes

Community Enterprise in Scotland

Downs Syndrome Scotland

Run For Heroes

People’s Postcode Trust

Drumchapel Housing Co-Operative

Work highlights

  • Advised Kent, Surrey & Sussex Air Ambulance Trust (it’s trading subsidiary specifically) on a charity society lottery, in response to fundraising restrictions/reductions during the COVID-19 pandemic.
  • Assisted Heritage Concern Foundation with a cross-border charity and estates matter, with the charity set to receive substantial assets from the estate of a deceased.
  • Advised First Port on the sharing of data relating to grant funding issued by the Scottish Government for the Third Sector.

Shepherd and Wedderburn

In April 2021, Shepherd and Wedderburn acquired Dentons’ private client practice, a development that heralded the arrival of Alexis Graham, who is well-versed in charity law issues and regularly advises on charity formation. Jointly headed up by accredited charity law specialists Malcolm Rust and Christopher McGill, the department primarily advises large charities on constitutional reviews and complex governance issues. Gillian Campbell specialises in matters arising from the foundation and structuring of charitable trusts.

Practice head(s):

Malcolm Rust; Christopher McGill

Other key lawyers:

Gillian Campbell; Alexis Graham

Testimonials

‘My experience of Shepherd & Wedderburn is that it is a highly professional firm with well-qualified and well-informed staff and excellent communications, which provides a high standard of reliable legal advice.’ 

‘My experience of partners in the firm is that they demonstrate a very reliable and high standard of professionalism and show a moral compass in their work. The partner I have most to do with at present is Mr Chris McGill, who is an excellent professional, in whom I have complete confidence.’

‘A breadth of expertise within the firm enabling them to access the necessary specialist advice to address specific or complex issues.’

Key clients

Foundation Scotland

The Children’s Heart Disease Trust

Royal Highland and Agricultural Society of Scotland

Scottish Episcopal Church

Royal Environmental Health Institute

Work highlights

  • Acted on behalf of Foundation Scotland, a leading provider of administration and support services in the field of charitable giving, on a full constitutional review of its existing Memorandum and Articles.
  • Advised the Royal Highland & Agricultural Society of Scotland – organiser of The Royal Highland Show, one of Scotland’s leading and most well attended events – on effective operation and governance during the Coronavirus pandemic.
  • Advised The Royal Environmental Health Institute of Scotland on corporate governance to include possible changes to the structure of the Board of Trustees and the potential amendment of the Institute’s Royal Charter.

Balfour+Manson LLP

Led by Alan Gilifillan, who previously worked in-house at the OSCR, Balfour+Manson LLP offers ‘relevant and pragmatic assistance to charities wanting to stay on the right path’, particularly faith-based organisations, but also healthcare, environmental and local community charities. In addition to its contentious expertise, it handles constitutional work, governance issues, public sector policy and reorganisations. Commercial property expert Hugh Angus and employment law specialist Robert A Holland are other practitioners of note.

Practice head(s):

Alan Gilfillan

Other key lawyers:

Hugh Angus; Robert Holland

Testimonials

‘They were very quickly able to understand our organisation’s unique structure and situation, and respond well to the work requests.’

‘Alan Gilfillan is very understanding, very capable and very quick to respond.’

‘The charities practice provides relevant and pragmatic assistance to charities wanting to stay on the right path, without ‘creating’ issues.’

‘I work with Alan Gilfillan who is an approachable and knowledgeable partner in the world of smaller charities.’

‘Balfour+Manson take time to build good working relationships with partners- to understand the individual, their role and the organisation itself. Advice is pitched at a level that is understandable – and takes into account the knowledge of the person receiving advice.’

‘Balfour + Manson offers expertise and personal attention at a manageable cost.’

‘Alan Gilfillan has a good practical approach, and his time at OSCR has provided him with good insight.’

‘It was a great pleasure to work with Balfour+Manson. Their point of contact was always available to us, and accurate in the advice and contractual services provided.’

Morton Fraser

Morton Fraser primarily advises charities that are operating across the education, heritage and the arts and environment sectors. Key areas of focus for the group include regulatory advice and investigations, fundraising, social financing, charity formations, mergers and reorganisations. Practice head Adrian Bell is ‘always clear, practical and well-considered'.

Practice head(s):

Adrian Bell

Testimonials

‘The team provides extremely clear, practical advice. They adeptly cover all angles and provide good holistic advice.’

‘Adrian Bell has assisted us with a wide range of queries this year and his advice is always clear, practical and well-considered. He is great to deal with.’

Key clients

SRUC

Historic Environment Scotland

Capability Scotland

T C Young

Distinguished by its niche in the social housing sector, T C Young is retained by more than 200 charities, which range from small community organisations to large national ventures. Mark Ewing heads up the group, which advises on regulatory compliance issues, governance reviews, reorganisations and investigations. Litigation specialist Andrew Cowan and employment-focused associate John Norrie are other names to note.

Practice head(s):

Mark Ewing

Other key lawyers:

Andrew Cowan; John Norrie

Testimonials

‘Friendly, approachable, small enough to care and big enough to be a key player in the sector.’

‘Mark Ewing is a stand out in terms of constitutional matters and governance – he explains things clearly and really considers the best approach for his clients.’

‘Mark Ewing is friendly and helpful. He has the ability to explain quite complex legal matters in a manner that I could understand. Any requests we made were dealt with quickly and efficiently.’

‘The people at TC Young provide an excellent service. They provide a cost-effective, speedy and relevant service that suits our needs entirely.’

‘John Norrie provides outstanding HR advice. He has worked hard to ensure that he knows us as a client and as such is able to provide advice that is entirely suited to our needs.’

Key clients

Erskine Hospital

Abbeyfield Scotland

Freespace

Scottish Veterans Residences

Osprey Housing

GKexperience SCIO

Scouts Scotland

Corstorphine Community Centre

Scottish Federation of Housing Associations

Work highlights

  • Providing Erskine Hospital with governance advice during what has been a very challenging year for the care sector.
  • Advised Freespace on the options available to them regarding potential insolvency and liaised with OSCR in respect of their winding up.
  • Assisted Scottish Veterans Residences with the recent streamlining of the current governance structures by combining the assets, activities and engagements, which had previously been dealt with by Scottish Veterans Residences and Scottish Veterans Housing Association Ltd.