An organisation's governing document is where its legal structure is enshrined and explained. It provides the basic rule book for the governance of the organisation. While the generic term "constitution" is often used to describe an organisation's rulebook, the formal title given to the governing document will vary depending on the legal status of the organisation, thus:

Type of organisation	Name commonly given to governing document
Unincorporated association	Constitution
Simple trust	Trust Deed
Company (limited by guarantee or by shares)	Articles of Association (companies registered before October 2009 will have Memorandum & Articles, or "mem & arts")
Community Benefit Society, Co-operative	Registered Rules

There are conventions about what should go into a governing document, and these should normally be respected. Governing documents can rapidly go out of date when the law changes, and therefore:

• it is not a good idea to take someone else's old constitution and adopt it with a few cosmetic changes, as the underlying document may be out-of-date; and
• all organisations should regularly review their constitutions to make sure they are still fit for purpose.

Drafting an effective governing document requires an in-depth knowledge of the legal framework (company law, charity law, trust law etc) as well as an understanding of the values and practices of the not-for-profit and social enterprise sectors. Consequently neither commercial solicitors not generalist advisers will usually be able to make the best job of creating a legal structure: they may have one half of the necessary expertise, but they will rarely have both.

I wrote my first governing document (a set of mem & arts) for a community printing project when I was 18 years old. This involved sitting in the local library and reading the Companies Acts from cover to cover. My entire working life since has been spent working in or for the voluntary, community and social enterprise sectors, developing ever more specialised understanding of the legal frameworks in which they operate while retaining close contact with organisations in the field.

One thing should be remembered, though: no matter how elegant and thorough a constitution may be, it can never absolutely guarantee the smooth running of an organisation. If there is a breakdown of goodwill between members, or if pressure is created by financial difficulties, the constitution can help by ensuring that procedures are in place to deal with such difficulties - but it can't necessarily solve them.

PARTNERSHIPS / CONSORTIA / COLLABORATIVE VENTURES

Partnerships and consortia will not always be structured as separate legal entities (such as a limited company); frequently they will exist as an arrangement between the participating groups, often with one partner organisation appointed as "lead body" (or "accountable body") .

Such joint ventures will also need written agreements to govern the relationship between the members, but the name given to this agreement may vary: memorandum of understanding, partnership agreement, and so on. I can offer assistance with constructing such agreements, plus any ancillary documents that may be required such as agreements between the partnership/consortium and the lead body, or between the lead body and delivery partners.