Different Management Structures for Out of School Care Services

This section is guidance only and does not constitute legal advice, always check the websites below for updates more detailed information. The information in the table below is provided in good faith and accurate for 2017.

• Legal structure
• Ownership and governance
• Is it a legal entity ("person") distinct from the people who own and/or run it?
• Can it be a charity and get charitable status benefits?
• Can this be a structure for a Social Enterprise?

• Unincorporated association
  Informal; no general regulation of this structure; although usually a roughly set form of wording for the constitution.
• Governed according to the written and adopted constitution rules, decided by the members.
• No it is not, individual members can have personal liability and it is often difficult for contracts, owning property etc.
• Yes if it meets the criteria for being a charity in Scotland.
• Yes.

• Company Limited by Guarantee
  Frequently adopted corporate legal structure.
• Company Directors manage on behalf of members, follow Memorandum and Articles of the company.
• Yes, liability limited to by guarantee for members.
• Yes if it meets the criteria for being a charity in Scotland.
• Yes.

• Scottish Charitable Incorporated Organisation
  Ready-made corporate structure specifically designed for charities.
• Similar to company but focuses more on the charity aspect. Trustees manage on behalf of members.
• Yes, members either have no liability or limited liability. Trustees have to show responsible oversight.
• Yes, this is only available to charitable organisations in Scotland.
• Yes.

• Community interest company (CIC)
  A limited company structure for social enterprise with secure 'asset lock' and focus on community benefit.
• As for other limited companies, but subject to additional regulation to ensure community benefits.
• Yes, members' liability limited to amount unpaid on shares or by guarantee.
• No, it can only become a charity if it is no longer a CIC.
• This model developed for Social Enterprise or Community Interest Companies.

• Sole Trader
  Owner and often also manager
• Owner can manage themselves or employ staff to manage and deliver.
• Owner takes all the risk.
• No.
• No.

• Partnership (Firm)
  This has a specific status in Scotland so while the partners are jointly investing etc. the "firm" is an entity in its own right
• Owners can manage and work in the firm and employ staff. Needs to register with HMRC and meet VAT rules depending on turnover.
• Partners liable for the "Firm" liabilities.
• No.
• No.

• Private Company and limited liability Partnerships
• Creates separate legal entities governed by various company or partnership rules.
• Company or Partnership responsible.
• No.
• No.

• Company limited by shares
• Company Directors manage on behalf of members.
• Yes, members' liability limited to amount unpaid on shares.
• No.
• Depends on social purposes/ community interest.

• Industrial and Provident Society
  An industry, business or trade, either as a co-operative or for the benefit of the community, and is registered under the Industrial and Provident Societies Act 1965.
• Needs to register and pay annual fee to FCA. Committee and or officers manage on behalf of members, one member one vote no matter size of shares held.
• Yes, member's liability limited to amount unpaid on shares.
• No.
• Yes.

• Local Authorities
  Investment and support from public funds but also can gain income to ensure sustainability. Profits go back into public funds.
• Public sector local government - elected councillors decide policy - Management of provision delegated to staff teams.
• Liability of LA to staff and contracts with parents or contracting out in partnership providers.
• No.
• No.