Lehtimäki v Cooper: Duty and Jurisdiction in Charity Law
| Published date | 01 March 2021 |
| Author | John Picton |
| Date | 01 March 2021 |
| DOI | http://doi.org/10.1111/1468-2230.12610 |
bs_bs_banner
Modern Law Review
DOI:10.1111/1468-2230.12610
Lehtimäki vCooper:Duty and Jurisdiction in Charity
Law
John Picton∗
Lehtimäki vCooper is a signicant Supreme Court decision which establishes that the members
of charitable companies are in a duciary relationship with respect to the purposes of their or-
ganisation. Its core principles have the potential to impact on a very large number of people
in the voluntary sector.This note critically assesses the nature and scope of the new duciary
relationship.In the light of the fact that the major ity of new charities are founded as charitable
incorporated organisations, the note also criticises the narrow focus on charitable companies
taken in the case.Finally,it analyses the expansion in jur isdiction in the decision.The case is no-
table forbringingcompanies withinthe cour ts’ traditional, andpowerful,jurisdictionovertrusts.
Lehtimäki vCooper1(Lehtimäki) establishes for the rst time that voting mem-
bers of charitable companies are in a duciary relationship with respect to the
purposes served by their charity.At the practical level,the case is authority for
the proposition that judges can determine what the duty entails in any given
case.Where the court provides them with a direction,voting members are not
able to make a subjective assessment of the best way to further the duty of
good faith. If a member threatens to disobey the court with her vote,then she
threatens a breach.
The case is important both because it is conceptually innovative and because
it has the potential, depending on how it is received by later courts, to aect
large numbersof people. Allordinarychar itable companieshavemembers, but
those members are not always independent;sometimes, the directors and the
members are precisely the same group of people,a circumstance which largely
renders the existence of members into a constitutional formality.The decision
in Lehtimäki is notdirectlyrelevanttothattypeof‘closedloop’ charity. Rather,
it bears upon the circumstance in which at least some of the members are
separate from the directors and have the constitutional power to vote indepen-
dently.These independent voting members have varying roles depending on the
constitution of the organisation, but they broadly monitor and select the direc-
tors. Insomecharities, asinLehtimäki, the members will be a small group.By
contrast, in some other charitable organisations,such as the RSPB or the Na-
tional Trust,there will be a truly mass membership.
This note assesses the model of duciary relationship developed by the
Supreme Court, as well the likely extent of its future application.It then
∗University of Liverpool.
[Correction added on 18 February 2022, after rst online publication:The word “Lëhtimaki” has
been corrected to read “Lehtimäki” in the title and elsewhere in the text.]
1Lehtimäki vCooper [2020] UKSC 33.
© 2020 The Author.The ModernLaw Review © 2020 The Modern Law Review Limited.(2021) 84(2) MLR 383–393
Get this document and AI-powered insights with a free trial of vLex and Vincent AI
Get Started for FreeUnlock full access with a free 7-day trial
Transform your legal research with vLex
-
Complete access to the largest collection of common law case law on one platform
-
Generate AI case summaries that instantly highlight key legal issues
-
Advanced search capabilities with precise filtering and sorting options
-
Comprehensive legal content with documents across 100+ jurisdictions
-
Trusted by 2 million professionals including top global firms
-
Access AI-Powered Research with Vincent AI: Natural language queries with verified citations
Unlock full access with a free 7-day trial
Transform your legal research with vLex
-
Complete access to the largest collection of common law case law on one platform
-
Generate AI case summaries that instantly highlight key legal issues
-
Advanced search capabilities with precise filtering and sorting options
-
Comprehensive legal content with documents across 100+ jurisdictions
-
Trusted by 2 million professionals including top global firms
-
Access AI-Powered Research with Vincent AI: Natural language queries with verified citations
Unlock full access with a free 7-day trial
Transform your legal research with vLex
-
Complete access to the largest collection of common law case law on one platform
-
Generate AI case summaries that instantly highlight key legal issues
-
Advanced search capabilities with precise filtering and sorting options
-
Comprehensive legal content with documents across 100+ jurisdictions
-
Trusted by 2 million professionals including top global firms
-
Access AI-Powered Research with Vincent AI: Natural language queries with verified citations
Unlock full access with a free 7-day trial
Transform your legal research with vLex
-
Complete access to the largest collection of common law case law on one platform
-
Generate AI case summaries that instantly highlight key legal issues
-
Advanced search capabilities with precise filtering and sorting options
-
Comprehensive legal content with documents across 100+ jurisdictions
-
Trusted by 2 million professionals including top global firms
-
Access AI-Powered Research with Vincent AI: Natural language queries with verified citations
Unlock full access with a free 7-day trial
Transform your legal research with vLex
-
Complete access to the largest collection of common law case law on one platform
-
Generate AI case summaries that instantly highlight key legal issues
-
Advanced search capabilities with precise filtering and sorting options
-
Comprehensive legal content with documents across 100+ jurisdictions
-
Trusted by 2 million professionals including top global firms
-
Access AI-Powered Research with Vincent AI: Natural language queries with verified citations