Hanchett-Stamford v Attorney General [2009] Ch 173

Mrs Hanchett-Stamford was the last surviving member of an association campaigning against performing animals and related cruelty. For a time, she and her husband had been its only remaining members. After his death, she wished to transfer its property and funds to an animal-welfare charity. She sought declarations about the association's charitable status and the ownership of its assets. One significant object involved changing the law to prohibit performing animals. The court therefore considered both whether the association was charitable and, if not, what happened when its membership fell from two people to one.

Was the campaigning association charitable, and who owned its property when only one member remained under the contract-holding analysis of unincorporated associations?

Lewison J held that the association was not charitable because a significant purpose involved changing the law, rather than merely campaigning in support of an independently charitable purpose. Its assets were held under the contractual arrangements among its members. The association ceased to exist when the claimant's husband died and the membership fell below two. Mrs Hanchett-Stamford, as the sole surviving member, became entitled to the assets without the former contractual restrictions. She could therefore give them to her chosen charity if she wished, but was not required to do so by a continuing charitable trust. The property did not become ownerless simply because an association cannot operate with one member.

Under the contract-holding analysis, the last surviving member of a non-charitable unincorporated association may become absolutely entitled to its assets when the association ends. Charitable-purpose property is different and cannot be distributed merely by treating it as members' property.

The decision extends the practical understanding of members' ownership discussed in Re Buckinghamshire Constabulary Fund. It also distinguishes political purposes from campaigning undertaken to further a charitable purpose; the two should not be conflated. The outcome depends on the association's constitution and the absence of a separate charitable trust over its assets. It does not entitle the last trustee, officer or volunteer of any organisation to take its property personally.