Part 5: Charity Mergers Section 33: Gifts to merged charity
Section 33(4) replaces the previous section 311(2) of the CA 2011 with a new subsection (2) and (2A). The new subsection enables gifts to a charity which has since merged (as part of a "relevant charity merger" within the meaning of section 306) to take effect as a gift to the new charity. Under the new subsection this will be the case even where the gift specifies that it will only take effect if the charity continues to exist on the date the gift takes effect. The section therefore overcomes the difficulty highlighted in Berry v IBS-STL (UK) Ltd. 14 The new section 311(2) and (2A) applies to any gift made after the section is commenced, even if the instrument which gives rise to the gift (typically a will) was executed before commencement: section 33(5).
								Example (6a): Gifts to a charity that has merged
In 2000 T makes a will containing a gift "to Charity A, if it continues to exist when I die". In 2020 Charity A merges with Charity B to create a new Charity C. The merger is registered on 1 June 2020. T dies on 1 January 2022. Under the amended section 311(2) and (2A) it is necessary to consider whether the gift would have taken effect as a gift to Charity A ("the transferor") had Charity A been in existence on the date the gift was intended to take effect. The date the gift was intended to take effect was the date of T’s death, 1 January 2022. Had Charity A still been in existence on that date the gift would have taken effect as a gift to Charity A. Therefore the new section 311(2) and (2A) operates and the gift takes effect as a gift to Charity C ("the transferee").
								Example (6b): Gifts to a charity where there has been a chain of mergers
								Taking Example (6a) above, Charity C subsequently transfers its operations to Charity D, following a merger, registered on 1 December 2021. Under the new section 311(2) and (2A) the gift to Charity A would still take effect as a gift to Charity D. It is necessary first to consider whether the gift would have taken effect as a gift to Charity C, had Charity C been in existence on the date the gift was intended to take effect. The answer is yes, because the gift which would have taken effect as a gift to Charity A, had it been in existence at the date of T’s death, would have taken effect as a gift to Charity C (by operation of section 311(2) and (2A)) had Charity C been in existence at the date of T’s death. Therefore because the gift would have taken effect as a gift to Charity C (now the transferor) it instead takes effect as a gift to Charity D (the new transferee).
	Section 33(2) and (3) make similar substitutions for sections 239(3) and 244(2) of the CA 2011 which apply where a CIO transfers its operations to another CIO, or where two or more CIOs amalgamate.