Preparing for the new Charity Governance Code

Senior consultant Daniel Taylor offers a practical guide for chairs, trustees and governance leads

The wait is nearly over. The Charity Commission’s new governance code is imminent, and charity boards across England and Wales should be preparing now for its arrival.

Good governance is about more than just compliance. At GGi we champion an apply-and-explain approach rooted in universal principles, key governance domains, and a focus on outcomes. Sector-specific codes such as the Charity Governance Code play a vital role in shaping good practice, not as law or inspection frameworks, but as shared standards for modern, accountable stewardship.

The Charity Governance Code has long been a practical lever for raising board performance and governance standards in charities. Now, it’s evolving. Following a public consultation in 2024, a refreshed version is due to be published in Autumn 2025. While the seven core principles are unlikely to change dramatically, boards should expect sharper expectations in areas such as culture, digital and data, equity and inclusion, sustainability, and stakeholder voice.

In this article I explore what boards should expect from the new code, why the changes matter and, most importantly, what you can do now to prepare. It’s designed to support chairs who need a concise, persuasive briefing; governance leads translating principle into practice; trustees accountable to donors and the public; and CEOs tasked with delivering change.

The context: why this matters now

First, the refreshed code will reshape expectations, even if subtly. The current code is the sector’s consensus on good practice: it is deliberately aspirational, framed around seven principles and an apply-or-explain approach, and it has separate, proportionate guidance for smaller and larger charities. That makes it both powerful and practical. Powerful because funders, regulators and auditors already treat it as a benchmark; practical because it is designed to be used by organisations of very different shapes and sizes.

At the same time the sector is being nudged from several directions: new Charity Commission guidance and changes to charity law (most elements of the Charities Act 2022 are now in force), fresh investment governance principles, an updated Code of Fundraising Practice, and changes to charity accounting standards (SORP) and other sector guidance. Together, these form a window through which trustees will be asked to justify choices about risk appetite, investments, fundraising, digital practice and political activity. The practical effect is simple: boards will need clearer evidence that governance is intentional, proportionate and recorded.

What a refreshed code will look like

Although we do not yet have the final text, we do have a number of signals to follow from recent Charity Commission guidance to the work of the new code’s steering group, whose consultation, and the modernising impetus of the sector, point to a few expectations:

• A continued focus on the seven principles: purpose, leadership, integrity, decision-making, board effectiveness, equality, diversity and inclusion, and openness and accountability. These are too embedded now to shift radically.
• Sharper emphasis on culture: how boards set a tone, listen to staff and beneficiaries, and ensure organisational values drive behaviour.
• Greater attention to digital governance: boards taking responsibility for cyber resilience, ethical use of AI, and the risks and opportunities of digital platforms.
• A more demanding standard on equity and diversity: moving from representation to inclusion, requiring boards to demonstrate progress, not just intent.
• Tighter linkage to sustainability: both environmental and financial, reflecting the wider ESG agenda.
• A stronger expectation of stakeholder voice: building on the post-pandemic reality that legitimacy comes from listening and explaining, not just doing.

In short, the code is likely to push trustees from compliance into stewardship: less about whether the board has a risk register, more about whether risk is genuinely shaping decisions; less about whether you have an EDI statement, more about whether your recruitment and leadership development are tangibly diversifying the board and senior team.

The challenge for boards

The difficulty is not in agreeing that these things matter – most boards already do. It is in the how: how to resource it, how to give it airtime, how to avoid it being another set of box-ticking papers in an already crowded agenda.

Boards in public-purpose sectors already face an environment of scrutiny and pressure that feels constant. In this context, the temptation is to wait and see, to leave preparations until the new code is published. That would be a mistake, because the real value in the code is not the text but the process of reflecting, debating, and adjusting board practice. Boards that leave this too late will end up scrambling to retrofit explanations, instead of shaping them.

What boards can do now

1. Revisit your last code self-assessment

Most boards did an assessment when the 2020 update was launched. Dig it out. What commitments did you make? Which have been delivered? Which have quietly slipped? A short report from the governance lead back to the board is a low-effort, high-value way to restart the conversation.

2. Strengthen your evidence base

Boards are increasingly asked to show their governance, not just state it. That means clearer minutes, sharper decision trails, trustee appraisals that actually feed back into board development, and a governance calendar that records what assurance was seen, when, and by whom.

3. Test culture, not just process

How do trustees know the values of the organisation are lived by staff and volunteers? Do trustees have structured ways of listening: staff forums, beneficiary visits, exit interview themes? Embedding culture checks into trustee visits and board discussions is a step the refreshed Code is almost certain to expect.

4. Reframe risk and resilience

The post-Covid world has made resilience – financial, operational, reputational – the new risk. Boards should rehearse what if scenarios: what if funding drops by 20%, what if social media backlash hits, what if your IT fails for two weeks? These rehearsals are not distractions; they are preparation for legitimacy.

5. Invest in board development

The code will almost certainly reinforce the notion that induction, appraisal and continuous learning are not optional extras. Many charities spend generously on staff development but nothing on trustee development. The best boards are treating governance development like leadership development: part of the annual budget, not an afterthought.

6. Build your apply-or-explain narrative now

The most powerful governance reports are not the ones that say ‘we comply’, but the ones that say ‘here’s where we do things differently, and why that is right for us’. Drafting that narrative early – even in rough form – will make the formal application of the new code far smoother.

A practical implementation guide: a board-level checklist

Here is a step-by-step, board-tested implementation guide that can be used as a checklist over the next 12 months.

Phase 1: Awareness and engagement

• Chair introduces the code update at a board meeting, framing it as opportunity, not compliance.
• Governance lead produces a short paper: what the code is, why it matters, likely changes.
• Trustees reflect on how their role connects to wider legitimacy, accountability and public trust.

Phase 2: Baseline and reflection

• Retrieve the board’s last self-assessment against the 2020 code.
• Summarise progress against commitments and gaps.
• Hold a short workshop (board or committee) to discuss where trustees feel most confident – and least.

Phase 3: Preparation and strengthening

• Refresh your governance calendar: build in explicit reviews of purpose, culture, risk, stakeholder engagement, and board development.
• Commission a light-touch culture audit – structured staff/volunteer feedback, focus groups, or trustee walkabouts.
• Ensure trustee appraisal and induction processes are documented and delivered annually.
• Begin drafting your apply-or-explain narrative – noting where you diverge from current expectations, and why.

Phase 4: Integration

• Assign each principle of the code to a board committee or trustee champion for ongoing oversight.
• Align reporting to the board with code principles: e.g. a standing agenda slot on stakeholder voice.
• Embed questions about governance in CEO objectives and appraisal.

Phase 5: Review and communication

• Once the refreshed code is published, update your self-assessment.
• Publish a summary of your ‘apply or explain’ narrative in your annual report or on your website.
• Communicate to staff, members, and stakeholders what governance means in your charity, building trust through openness.

For many trustees, governance still feels like the dry machinery behind the real work of the charity. But that is the wrong metaphor. Governance is not machinery, it is the bloodstream of the organisation, carrying legitimacy, integrity and accountability through every decision and every action.

The new Charity Governance Code is not an audit checklist, it is a chance for boards to re-ground themselves in purpose, values and trust. It is an opportunity to connect the dots – between the charity’s mission, its strategy, its risks, its people, and its place in society.

The best boards will not wait passively for the code to arrive. They will use this moment to re-energise their own practice, to challenge themselves honestly, and to demonstrate to staff, donors, regulators and the public that their governance is not just compliant but genuinely confident.

A final word to chairs and CEOs

If you take one action this quarter: set aside one agenda item to discuss the new code and what preparation looks like for your charity. If you take two: commission a light-touch review of your governance development programme. If you take three: begin drafting your narrative on how you live the principles of good governance in your own way.

That is not compliance. That is leadership.

If you need practical guidance on how to get your board practice aligned with the new Charity Governance Code, GGi is ready to provide expert reviews, workshops and implementation support.