Board member eligibility

Not everyone is qualified or able to be a director or trustee. Here, we consider some of the legal considerations around this issue to bear in mind prior to the recruitment process.

Governing document

Some organisations place restrictions on eligibility around at least some positions on the board. Examples might include:

• being a member of the organisation
• election or nomination by the membership or by particular stakeholders (such as geographical areas or sporting disciplines)

Governing documents may also stipulate other reasons for removing or rendering ineligible a board member, such as:

• non-attendance at board meetings – normally accompanied by a specified number or timeframe
• being convicted of an offence or offences
• breaching the code of conduct or otherwise bringing the organisation into disrepute

It is always worth consulting the governing document before embarking on the recruitment of a new board member or applying to become one.

Legal considerations – can I be a director or trustee?

There have always been legal restrictions on who can serve as a board member. These change occasionally and also differ according to the structure or form the organisation takes. The age limit, for example, is 16 years and over to be a director of a company, including companies limited by guarantee and charitable incorporated organisations, or 18 years and over for trusts and unincorporated associations.

Additionally, both company and charity law set out restrictions re