Safeguarding charity brands: trade mark ownership and intra‑group licensing for modern charitable organisations – the UK perspective

This article first appeared in the INTA Bulletin and was reprinted with permission from the International Trademark Association (INTA).

Charities today operate in an environment far removed from the modest, single‑entity models of the past. Many now manage complex ecosystems of trading subsidiaries, fundraising vehicles, social enterprises, international branches and project‑specific entities. Their brands sit at the heart of this activity, carrying trust, emotional resonance and public recognition that many commercial organisations would envy.

Yet despite this brand‑centred reality, the governance of those brand assets often lags behind organisational sophistication. Trade marks can be found sitting in entities that no longer reflect the charity’s operational realities; sub‑brands proliferate without formal oversight; and intra‑group use is frequently permitted on the basis of habit rather than documented authority. The charity's trustees can be left exposed in ways that are easily avoided. Each of the three UK jurisdictions (England & Wales, Scotland and Northern Ireland) has its own charity laws, but they all use the term "charity trustees" to mean the people who have control of the charity's management – irrespective of what names (such as director, governor or committee member) they use to describe themselves.  It is therefore possible for someone to become a trustee by operation of law, even if they do not consider themselves to be one. Charity law places several fiduciary duties on trustees, including a duty to manage the charity's assets responsibly.

This article explores why trade mark ownership and intra‑group licensing matter now more than ever, why legacy structures create hidden risks, and how trustees can take pragmatic steps to ensure their brand assets are protected, governed and leveraged effectively.

1. The rise of charity trade mark registrations: a post‑1994 shift

The introduction of the Trade Marks Act 1994 (TMA 1994), which implemented the first EU Trade Marks Directive (89/104/EEC), marked a turning point for charities. Under its predecessor legislation, the Trade Marks Act 1938, trade marks were capable of registration only in respect of goods. The updated regime under the TMA 1994 introduced registration in respect of services as well as goods, recognised a wider range of signs capable of registration and simplified the application process. This prompted a noticeable uplift in applications from the non‑profit sector, with registrations suddenly possible in respect of charitable services such as fundraising, education, advice and social welfare services.

At the same time, charities were becoming more sophisticated brand users. Retail operations expanded, fundraising became more creative, digital channels multiplied, and partnerships with corporate brands became more commonplace. Charities that had once relied on a single name or logo began managing multiple campaigns, sub‑brands and international programmes.

However, as these brand portfolios grew, the governance frameworks around them often did not. Many portfolios that expanded organically in the late 1990s and early 2000s now reflect legacy structures rather than current operational or strategic realities. For trustees, it is increasingly important – and obligatory – to review ownership and licensing arrangements, and ensure that the charity’s most valuable intangible assets are properly protected and exploited for maximum benefit.

2. Charity brands as core assets – and core responsibilities

A charity’s brand is more than its visual identity – it is a financial and reputational asset, directly linked to its ability to fundraise, campaign and deliver impact. Trustees’ duties to protect assets from loss, damage and undue risk apply as much to trade marks, goodwill and reputation as they do to property or reserves. Anything that results in – or risks – significant harm to a charity's reputation constitutes a "serious incident" in the eyes of the Charity Commission for England and Wales (the Commission). In such cases, the Commission expects the trustees to report in detail what has happened, what they are doing to address it, and how they will prevent it from happening again. If the Commission is not satisfied with the report, it may ask for additional information and, if it deems it necessary, take regulatory action.

In practice, however, significant governance gaps frequently emerge. It is common to find registrations held by trading subsidiaries simply because they were the entity that commissioned an early branding exercise, or marks sitting in dormant companies never formally assigned after a restructure. Unregistered marks may be used interchangeably across the group without clarity on governance or oversight. International registrations might be filed locally without coordination. And, perhaps most pervasively, intra‑group use often takes place without any written licence whatsoever.

These gaps are rarely the result of neglect. They reflect organisational history. But they do create regulatory and commercial vulnerability – and correcting them is now an essential part of the trustees’ asset‑protection responsibilities.

3. Trade mark ownership as a risk and opportunity lever

Thinking strategically about brand ownership and licensing is not simply about avoiding pitfalls. It is a chance to strengthen brand value, governance and organisational resilience.

Risk: Where vulnerabilities arise

When ownership or licensing frameworks are unclear, several practical risks emerge. First, if a brand is held in an entity that cannot demonstrate appropriate oversight or control, trustees may struggle to evidence that they have met their fiduciary obligations. Similarly, when charities operate multiple sub‑brands or trading lines, inadequate structuring can result in charitable funds being used to maintain assets that should sit within non‑charitable entities.

There is also a compliance dimension. A charity relying on implied intra‑group permissions risks being unable to demonstrate authorised use if faced with a non‑use challenge or an ownership dispute. This is not an abstract concern: enforcement actions can be undermined where chain‑of‑title or authorised use cannot be proven.

Then there are the operational risks – fundraising or commercial partners may receive inconsistent assurances about rights to use a brand, teams may accidentally grant overlapping rights and the organisation may unintentionally dilute its reputation through uncontrolled or inconsistent brand use.

Opportunity: why governance strengthens the brand

Robust ownership and licensing structures offer important opportunities for charities. A clear intra‑group licensing model supports transparent financial flows between charitable and non‑charitable entities. It enables cost allocation for trade mark prosecution, maintenance and (if necessary) enforcement. It gives brand teams and fundraising leads a clearer framework for external collaborations. And it creates the consistency needed to strengthen public trust and brand equity.

Good governance, in other words, is not merely defensive – it is brand‑building.

4. Why problems arise: the legacy of organic growth

Most brand governance issues in charities can be traced to organic, mission‑driven growth. New initiatives require project‑specific entities, mergers bring together multiple brand estates, trading subsidiaries evolve over time and international operations develop local variations.

The result is that trade marks often come to reside in whichever entity “made sense at the time”, even where that is no longer appropriate. Similarly, intra‑group use often develops informally – simply because teams work closely and the organisation perceives itself as one group. But informality poses risks, especially in light of section 28(2) of the TMA 1994, which provides that a registered trade mark licence is not effective unless it is in writing and signed by the licensor.

For charities, this statutory requirement alone is often reason enough to revisit legacy arrangements.

5. Control must be real, documented and demonstrable

Trustees must be able to demonstrate that they control the brand – not in theory, but in practice. Effective control requires intentional governance – clear standards for how the brand is used, oversight of quality, documented permission structures and regular monitoring.

Control also needs to be capable of being evidenced. If a charity cannot show how a brand is governed internally, how authorised use is recorded or how misuse is addressed, it risks both regulatory criticism and weakened legal protection.

This is particularly important where multiple subsidiaries or third‑party partners use the brand. Written intra‑group licences – compliant with section 28(2) TMA 1994 – are central to demonstrating that use is authorised and properly supervised.

6. What “good” looks like: effective ownership models

For most organisations, the most effective structure is for the main charity – the entity for which the trustees bear ultimate responsibility – to own the core trade marks. This places brand assets where fiduciary oversight is strongest and ensures that charitable resources are directed appropriately.

Where other entities need to use the brand, a written intra‑group licence provides the required legal underpinning. Such licences set out the permitted scope of use, articulate quality‑control expectations and allow for consistent monitoring. They also facilitate tax clarity by ensuring that any intra‑group payments are documented and justified.

Alternative models can also work – such as a dedicated IP holding company or a legacy foundation acting as proprietor – provided the rationale is clear and the governance intentional. The model matters far less than the quality of the decision‑making and the robustness of the documentation.

7. Key steps: how charities can tighten and future‑proof their brand governance

The following process typically forms the backbone of a modern brand governance project employed by charitable groups.

1. Conduct a trade mark and brand audit
   Identify all marks, clarify ownership, assess current use and map protection against strategic need.
2. Re‑align ownership
   Assign marks to the appropriate entity, update registry records and streamline the portfolio.
3. Implement written intra‑group licences
   Ensure compliance with section 28(2) TMA 1994, embed quality control and formalise financial terms where appropriate.
4. Establish governance frameworks
   Integrate legal, brand and operational oversight, create workflows for approvals and align brand guidelines with legal rights.
5. Monitor and enforce
   Track internal and external use, respond swiftly to misuse and maintain records supporting future enforcement.
6. Review periodically
   Reassess the governance model every 3-5 years or following any structural changes or rebrand.

Conclusion: brand stewardship as a core trustee function

A charity’s brand is often the single greatest driver of trust, income and engagement. Treating it with the same level of strategic intent as financial, property or governance decisions is no longer optional – it is a fundamental part of modern charity stewardship.

By revisiting ownership structures, implementing written intra‑group licences and embedding governance processes that reflect how contemporary charities operate, trustees can ensure that the brand remains resilient, distinctive and protected.

In a landscape of heightened scrutiny and increased reliance on public confidence, this kind of intentional brand governance is not only prudent – it is essential to sustaining mission and impact.