Maz (thismaz) wrote in little_details,

UK legal advice - company liability, philanthropic gift of a building & building contract operation

Please can anybody help me with some UK legal advice on private company liability and on the philanthropic gift of a building? Plus, I would really appreciate advice on the operation of a building renovation contract.

The story is set in the present day, in the UK, so the questions about the liability on a private company and the operation of the building work relates to now. The gift of the building was made in the early 1900s. Before 1910.

1. Company liability

Please can anybody tell me what the legal liability on a private company is, if the owner is found to have engaged in bribery and other crooked dealings during property and company buyouts in the 1980s and 90s?

What are the implications for the company if the then owner is found medically unfit and the company is now run by the owner's son? Would that be different if the son was now the sole owner?

2. Operation of a building renovation contract

Situation - A building contract on a building owned by a small heritage charity. There is a board of trustees, but historically they have not had to do anything significant because there hasn't been enough money to do more than pay the wages of the elderly curator. They receive a large grant for restoration work from a private donor. The work starts, but no one is really paying much attention to the budget.

Enter our hero, as a volunteer. He tries to add up the expenditure to date, but doesn't have access to all the invoices. The treasurer of the trust is reluctant to hand over any information, so he speaks to the architect, who was not given the task of project managing the job.

Is it reasonable that the architect would not be the project manager?
And therefore, is it reasonable that the architect might not see the invoices from the building contractor?
Would the QS reports recommend staged payments and would an architect who was not the project manager see them?

3. Ownership of the building

Finally, there is the issue of the ownership of the building, which was donated in the early 1900s. Before 1910. The donor wished to create a museum, for posterity, but he didn't want anybody serving on the town council to be eligible to be a member of the trust.

The legal document that defines the donation is hand written on a large sheet of parchment-like paper. The description of the document (at the moment) reads like this -

The first line was a heading. Written in large and beautiful copperplate script, it read 'Deed of Trust' and the first few lines, in only slightly smaller writing declared 'in pursuit of enlarging the minds and educating the morals of the populace resident in the town of XXX the building and land of the [privately owned large building] on Market Street is entrusted to a Board of Trustees to be appointed by the Town Governors and Council and their successors but to exclude any such members for the purposes of a Museum for the duration of the Trustees and the Town Council's desire for a museum to remain.'
Beneath the first few lines, in smaller writing, the body of the text described the Board of Trustees, who would have oversight and independent control of the accompanying financial endowment. Further on, there was detail of the endowment itself, what it consisted of and stating that the money was to be invested and the proceeds used to fund the upkeep of the museum. Finally, in even smaller script, was the clause that described what would happen in the event that the Council and the Board of Trustees decided that the Museum was no longer required: 'The building will revert to the legal heirs of [the donor]'. At the bottom was [the donor's] signature and those of two witnesses.

Please can you tell me if that looks reasonable and if not, what would be a more authentic wording?

Can I assume that the definitions of the words 'Board of Trustees' and 'Council' were made clear in the section that is described, rather than quoted?

Searches already conducted -
Limiting the search to UK sites, I searched for on-line legal dictionaries to check my basic terms.
Then I goggled "deed of gift" and read the guidance that came up on the first 2 results pages, including the guidance from the Law Society on 'Making gifts of assets'. That was mostly concerned with gifts in wills and as provision for future care, as with the stuff on the Alzheimer's Society's site.
I am also concerned that all of this is very modern and things will have been simplified since 1910. I found a sample Deed of Gift for personal assets that was really straightforward and I fear is not the sort of legal language used by Edwardian solicitors. Similarly, a sample deed of gift for a gift to the Tate Gallery was specifically about gifting works of art, not the museum building itself.
A search for information on philanthropic gifts only provided links to information about claiming a tax deduction.
I tried "deed of trust" too. Mostly that gave me information about how a married couple could formalise shares in a property. I did get the Charity Commission site, though. That provided guidance on setting up a charity and I guess that is what my donor did, but again, I am concerned that it is all too modern.

I had no idea how to search for help with my building contract operation question. I did search for university and FE college sites, in an attempt to find curriculum information from civil engineering or building work courses, but had no luck finding anything with enough detail.

Many thanks in advance for any help you can give.

I couldn't see a tag for 'present day', apologies if I simply missed it.
Tags: 1900-1909, uk (misc), ~law (misc)

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