Trustee Disqualifications for the Captain Tom Foundation

This is the third article in our series of articles on the Captain Tom Foundation and the ongoing Charity Commission investigation.

Introduction

Captain Sir Tom Moore’s daughter Hannah Ingram-Moore and her husband Colin publicly announced on 3 July that they have been disqualified as charity trustees by the Charity Commission. The disqualification took effect on 25 June. Mrs Ingram-Moore has been disqualified for ten years and her husband for eight years. Both decided not to appeal against the decision.

This article will consider what this means for the Foundation going forward, with some important lessons for the wider sector.

Why has the Charity Commission taken this step?

The Charity Commission investigation into the Captain Tom Foundation is still ongoing, so the disqualification order has been made before it concludes its findings. The Charity Commission has stated that this is good practice and in the public interest where there is clear evidence that regulatory intervention needs to be taken quickly to protect a charity. David Holdsworth, CEO of the Charity Commission stated “As a fair, independent and evidence led regulator we only disqualify someone from serving as a trustee or a senior manager in a charity where the evidence gathered means it is proportionate and lawful to do so. The evidence in this investigation meant that the level of misconduct and/or mismanagement was serious enough to warrant this action… People generously support good causes with the clear expectation that trustees will act in the best interests of their charities.”

The disqualification order means Mr and Mrs Ingram-Moore will be unable to hold a charity trustee position or a senior management function in any charity during their disqualification period as they are not fit to act. This will significantly impact them going forward in terms of both their career and personal reputation. The Ingram-Moore’s press release stated that they “fundamentally disagree with the conclusions reached by the Charity Commission… the Commission’s failure to conclude the inquiry prolongs our deep distress and hinders our ability to move on with our lives, extending the pain and impact on our family and our father/grandfather’s legacy.” They have described the investigation as a “harrowing and debilitating ordeal”.

The Charity Commission cannot disclose any information about why this step was taken while the investigation continues. It will however publish a detailed report setting out its findings once the inquiry ends. The Office of the Scottish Charity Regulator (OSCR) also has the power to disqualify trustees.

Hannah Ingram-Moore served as a trustee of the Foundation from 1 February 2021 to 15 March 2021 when she resigned. She then became the interim CEO between 1 August 2021 to 29 April 2022. Colin Ingram-Moore was a trustee from 1 February 2021 until 25 June this year when the disqualification came into effect.

What went wrong for the Foundation?

The Charity Commission investigation commenced in June 2022 stating that they had various concerns including “The [Foundation’s] independence from the family of the late Captain Sir Tom Moore and businesses connected to them”. Our two previous articles (here and here) reported on:

• The concerns raised in February 2022 after the Foundation published its first set of accounts (covering the period 5 May 2020 to 31 May 2021). These showed that grants of £40,000 each were made to four charities, but it had spent £209,433 on support costs of which £162,336 was for management costs. This included a payment to a family-owned company, Club Nook Ltd, controlled by the Ingram-Moores.
• Substantial payments were also made to another family-owned company, Maytrix Group, for personal appearances made by Mrs Ingram-Moore, such as the Virgin Media 02 Award ceremony (while she was interim CEO of the Foundation) where she spoke about the Foundation. Payment for these was made directly to Maytrix Group and not the Foundation.
• The Ingram-Moores used the Foundation’s name to build a pool house and spa at their home. They originally applied for planning permission in the Foundation’s name to build an office for the charity. Once partly constructed, revised plans were then submitted to Bedfordshire Council for a spa pool, toilet and kitchen. The Council rejected the revised plans. The family then entered into a planning row with the Council, with the Council issuing a demolition order saying that the building was unauthorised. The family appealed against this decision, stating that the project had “evolved” to include a spa pool to provide “the opportunity to offer rehabilitation sessions for elderly people in the area”. The building was also nearly 50% larger than the permission obtained. The appeal was dismissed by the Planning Inspectorate of the Council and the building has since been demolished.
• The Foundation applied to the Charity Commission to employ Mrs Ingram-Moore as CEO on a £100,000 annual salary for three days a week (later amended to full time). This also caused controversy and was rejected by the Charity Commission, who stated that the salary was not reasonable or justifiable. It did allow her to be appointed as interim CEO for up to nine months while a CEO was recruited.
• In addition, queries have been raised over the extent to which the family benefited from the books that Captain Sir Tom Moore wrote. The family claimed they kept the profits on Captain Sir Tom’s instructions. However, in the prologue to “Tomorrow will be a Good Day”, Captain Sir Tom wrote that “With the offer to write this memoir I have also been given the chance to raise even more money” for the Foundation. Even if he did tell his family to keep the proceeds, the perception that he wanted at least part of the proceeds to be donated to the Foundation has caused further damage.

What is the Charity Commission looking for?

We already know that the Charity Commission found serious evidence of mismanagement and misconduct in the administration of the Foundation. While we have no details, we can assume that the published findings may eventually include the following, which are important lessons for all charity trustees:

• The Ingram-Moores have not properly understood the nature of their statutory duties of responsibility and care as charity trustees. They have failed to act with the care and diligence that is required in the administration of the Foundation. They may or may not have acted in good faith at all times. They have not put the interests of the Foundation first at all times. All trustees can benefit from refresher training on this.
• There may be insufficient records such as meeting minutes, email correspondence etc., which demonstrate that the Ingram-Moores have acted properly. This is an important lesson that has been highlighted in several published inquiry reports from both the Charity Commission and OSCR. Keeping proper records that show why and how a particular decision was made is a vital aspect of good governance and helps to protect all trustees. These records provide the justification for the decision and will record whether proper processes were followed regarding matters such as conflicts of interest.
• The Charity Commission will be looking closely at the extent to which the Foundation benefited from the public engagements made by Mrs Ingram-Moore promoting the Foundation and from other uses of the Foundation’s logo. Was the Foundation consulted and did the trustees consent to the Foundation’s name and logo being used by the family in this way? Was there an agreed arrangement for the funds generated from this?
• The need to identify and properly manage any actual or potential conflicts of interest. The Charity Commission will look at the extent of any unauthorised private benefit received by the Ingram-Moores or their family companies. Did the Foundation suffer any financial loss as a result? Even if the Foundation had a conflict of interest policy and conflict of interest register, will its records show the Charity Commission that the trustees understood and implemented this policy? There appears to be a clear conflict between the financial interests of the Foundation and those of the Ingram-Moores and their family companies. Will the records show that the Ingram-Moores acted impartially, declared all conflicts to the other trustees and always put the Foundation’s interests before their personal interests?
• As trustees have both an individual duty and a collective duty to the Foundation, the onus is on all the trustees to show that the Foundation comes first before any personal or financial interests. Did the other trustees recognise these conflicts of interest and take any steps to prevent them reoccurring? Did the trustees knowingly allow them to occur? Were the other trustees aware of what was going on? There may be a collective failure on the part of the other trustees to act properly here.
• It demonstrates the importance of having a robust governance framework in place with clear accountability, giving the trustees full oversight of all the Foundation’s activities and demonstrating that they follow best practice in good governance. Being able to demonstrate that a charity is well run is one of the most effective ways for trustees to protect their charity’s reputation.
• The need for greater transparency and information relating to fundraising activities and how the funds will be applied.
• Protecting the good reputation of your charity. The good reputation of your charity is paramount and can be easily damaged. It must be protected. Trustees should always consider how any actions or decisions they take could be perceived by the public.

What is the future of the Foundation?

There is no doubt that the Foundation’s reputation, which started with such high-profile public favour, has been severely and possibly permanently damaged. Following the publication of the first year accounts and the public concerns raised about them, the Foundation’s income fell by more than half in the following year. It also became necessary in July 2023 for the Foundation to announce that it was not actively seeking donations anymore and close its online payment facilities.

Given the recent disqualification orders and decline in public support, the Foundation’s future is now in crisis. Even if the Charity Commission take further steps such as replacing the entire board of the Foundation, the acting trustees will have the difficult task of attempting to rebuilding the Foundation’s reputation and regain public trust. We have seen other high profile charities such as Oxfam and Save the Children achieve this following negative press coverage about safeguarding concerns. Both were able to learn from what happened and take active steps to turn the situation around. But this is not always possible and the Foundation has, sadly, a very big mountain to overcome.

We would emphasise that the difficulties faced by the Foundation should not be allowed to tarnish the amazing achievement of Captain Sir Tom who touched the hearts of the nation during lockdown. The £38.9million he raised was donated to a separate charity, NHS Charities Together, and was fully distributed, so does not form any part of this investigation.

Conclusion

We have seen how quickly things have gone wrong for the Foundation when robust governance procedures were not followed. While there was nothing to prevent the Ingram-Moores getting involved in the Foundation given the family connection, it seems clear that questions were not asked about the appropriateness of certain actions and how they would be perceived. We will report on this further when the Charity Commission concludes its investigation and publishes its findings. In the meantime, all trustees should consider the recommendations made in this article and seek professional advice if they have any queries.

If you need advice regarding the running of a charity that you’re involved with, our team of charity law specialists will be happy to help.

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