In Keepers and Governors of the Free Grammar School of John Lyon v Attorney General [2025] EWHC 849, the second judgment in the proceedings, Mr Justice Rajah considered the question by what legal means the charitable objects of Harrow School could be amended and more generally whether the new s.75ZA Charities Act 2011 enabled the Court to make a scheme which was inconsistent with a Royal Charter or statute governing a charity. The judgment is an important development in the law of charitable corporations and of the interaction between the Court’s scheme-making jurisdiction and a Royal Charter. Jonathan Fowles appeared for the Attorney General.

His Lordship held that the charitable objects remained set out in the School’s original 1572 Charter, and therefore they were capable in principle of being amended under s.68 or s.280C, Charities Act 2011. The original charter corporation had been dissolved in the 19^th century in connection with the Public Schools Act 1868. A statutory scheme had been made in 1874 dissolving the original corporation and transferring its undertakings and obligations to a new corporation, namely the present Governors of the School. His Lordship held that nevertheless in respect of the objects of the charity the Governors continued to be bound by the Royal Charter as the 1874 Scheme had had an effect analogous to the appointment of a new trustee of a trust.

His Lordship also held, on the first occasion that the High Court has considered s.75ZA, that it did not abolish the principle whereby the court will not exercise its scheme-making jurisdiction in conflict with a statute or Royal Charter but only in aid of, or to supplement it (“the Higher Authority Principle”). S.75ZA was consistent with the Higher Authority Principle as the Principle had not ousted the court’s jurisdiction, and if it had been abolished by s.75ZA, this would have rendered certain other provisions of the Charities Act redundant. The mischief at which s.75ZA was aimed was to resolve the doubt there had been in some quarters prior to the Charities Act 2022 as to whether the Court could make a scheme in respect of corporate charities.