Clive Vergnaud

Clive has a keen interest in organisations established and governed by Royal Charter, as organisations which operate in the public interest and are pre-eminent in their fields, and that often have long and fascinating histories. 

He regularly advises on the application of historic Charters in a modern context and, among other matters, has recently guided Royal Charter clients through: 

• renewing their Charters to adopt modern law and best-practice while retaining historical language and characteristics; 
• making fundamental changes to their name and corporate identity; 
• restructurings of permanent endowment and linked charities; 
• adopting a total return approach to investment; and 
• advice on governance including in-depth governance reviews.

Clive has particular experience of working with the Privy Council Office to secure new Charters, Supplemental Charters, and Privy Council Orders amending governing documents. 

Clive’s practice portfolio includes guiding clients through complex transactions such as mergers and acquisitions. Examples of this practice include:

• acting as the lead adviser on the merger of three performing arts charities to form one of the largest cross-arts organisations outside London;
• leading the firm’s advice on the time-critical acquisition of a charity in administration to save hundreds of jobs and a network of services on which beneficiaries depended; and
• advising a national, multi-services charity client on a series of mergers with local, specialist charities to secure a broader range of more integrated services for beneficiaries in harder to reach areas.

Clive is particularly interested in the multi-disciplinary aspect of these projects, working with colleagues across Stone King to ensure all relevant aspects of the transaction have specialist input and that our clients receive joined-up advice. He also understands the need to work closely and communicate effectively with clients’ other advisers and key stakeholders, to ensure the transaction is successful.

Collaborations are a regular feature of Clive’s work advising charities and social enterprises, and he works with clients and their partners to design bespoke collaboration arrangements and to ensure these are documented effectively, with the right balance between contractual certainty on the one hand and collaborative growth on the other.

Clive advises a number of national and international charity and social enterprise groups, from smaller structures (two or three entities) to large national or international groups and umbrella bodies, including federated, affiliate and membership structures. In this context, he is familiar with US-UK dual-regulated structures and regularly considers the appropriate balance of control and independence within groups, and combining constitutional and contractual controls, as well as leveraging the variety of legal forms available in the UK, to achieve clients’ desired structure. 

As a charity law specialist, Clive advises on all aspects of charity governance and regulation, including:

• constitutional and governance reviews, applications to the Charity Commission, and other constitutional and regulatory matters;
• formation and registrations;
• changes of legal form (incorporations and conversions from or into charitable companies, charitable incorporated organisations, community interest companies and community benefit societies); 
• fundraising, including working with professional fundraisers and establishing commercial partnerships); 
• grant-making, including preparing bespoke and template grant agreements and associated documentation including reporting and monitoring principles; and
• responding to crises, including serious governance disputes and in connection with press coverage and social media activity.

Clive is English-French bilingual. He read law at University College London and Université Paris II Panthéon-Assas, and completed his Legal Practice Course at the University of Law (London Bloomsbury).