Governing a museum

Every museum has a slightly different purpose. Being clear about your own purpose will make it easier to get the right people involved and make the best decisions for your future. 

The museum world in Scotland is rich and diverse, with hundreds of venues spread across the country. 

Museums Galleries Scotland (MGS) is the development body for all of these institutions. MGS helped to co-ordinate the launch of a new strategy for Scotland’s museums and galleries in 2023. 

The government, local authorities, and funders all have different priorities which recognise museums to varying degrees. Take time to understand this world. It will help you to identify potential partners, collaborators, and funding opportunities. 

This section will help you to: 

• Understand the museum world and how you fit into it 
• Find potential partners and look for collaboration opportunities 
• Define your purpose from the outset to make everything easier down the line
• Involve the right people, including potential users, organisers, and decision makers 
• Choose the right governance model, a crucial detail in running your museum 

Understanding your context 

Museums will always be influenced by the policies and priorities of those around them. Knowing how your work aligns with the priorities of others could open up new opportunities, influence, and funding. 

National Context 

Museums in Scotland are part of a rich and diverse ecosystem. This means that there is always support and advice available.  

The museum sector welcomes collaboration across the whole nation. It is backed by a national strategy which was launched in 2023. 

There are more than 400 museums in Scotland. Over 250 of these museums are Accredited, making them part of a wider community of 1750 Accredited museums across the UK. With such a wide range of museums, there are bound to be some establishments that have collections pertinent to your project. 

Museums Galleries Scotland and other organisations offer extensive advice, access to training, and funding opportunities. 

Local context 

The regional context within which you operate can be informed by: 

• Popularity with tourists 
• Education and health priorities
• Demographics 

Understanding these different facets of your local context will help to steer the purpose of your museum. 

Scotland’s museums and galleries strategy 

The strategy sets out an ambition that “Scotland’s museums and galleries are thriving, connected, and resilient organisations which are agile in embracing change. Trusted and valued by the widest diversity of Scotland’s people, our collections, and the shared stories we tell, are accessible and inclusive to all.”

In identifying how museums need to respond to current and future challenges, it prioritises three thematic strands of Connection, Resilience and Workforce.  

These strands highlight how Scotland’s museums and galleries can create impact and inspire connection between the people and places of Scotland; invest in the resilience of their organisations; and value the workforce which brings collections and spaces to life.  

The strands are intertwined. Investing in workforce develops the skills and confidence required to make connections, which in turn builds the resilience of the museum sector.   

For more information, read the strategy hub.

What to look for  

• Analyse your context based on several external factors, summarised in the acronym PESTLE: Political; Economic; Social; Technological; Legal; Environmental. 
• Plan your reactions for things outside your control and shape the outcome of anything you can influence. 
• Demonstrating how your museum fits into Scotland’s museums and galleries strategy will help you to secure support from other museums, as well as Museums Galleries Scotland.
• Don’t get so absorbed in your project that you forget to keep an eye on how things are changing around you. 
• The high number of museums in Scotland means that funding applications are very competitive. 

In order to successfully govern a museum, you need to have a clearly established purpose. 

Work out: 

• Why your museum exists 
• What you want to achieve 
• Who it is for 

The importance of purpose 

Making these decisions will form the foundations of your organisation and help you to clearly communicate of your purpose. 

Museums rarely have enough money, people, or time to achieve everything they would like. Given these constraints it is important to focus your resources on the decisions and activities that will make the most difference and create a distinctive museum. 

It is crucial to spend time defining the fundamental principles of your museum and acting upon those principles throughout the life of your museum. Making the right choices now will save time and frustration later. 

Who is involved 

While it is tempting to take these decisions on your own, it is important to involve everyone who is involved in setting up the museum. This includes other stakeholders who have an interest in your project or will be key to its success. Ensure that everyone understands the basic principles behind your museum so that you can all make informed decisions. 

How to identify your mission 

Answer the following questions to devise a series of statements that define your organisation. 

Purpose 

• What benefits do you provide the stakeholders? 
• Who benefits? 
• What will change as a result of your work? For example, are collections conserved? Do visitors learn about a specific subject? 

Values 

• What are your beliefs and principles?
• Why do you care? 

Strategy 

• What is the commercial logic of your museum? 
• What will you be good at? 
• What are your constraints? Time, money, space? 

Standards and behaviours 

• What rules and procedures do you have to run on a day-to-day basis? 

Who is involved? 

A successful museum is as much about people as processes or infrastructure. Effective museums are open, responsive, and accountable. They actively engage users, beneficiaries, members, partners, and others who have an interest in their work. 

Building a coalition of support 

Get people involved in your museum every step of the way. 

This means including people in: 

• Design 
• Development 
• Decision making
• Delivery 

The people you have involved could be anyone from potential visitors to people with a background in running museums. Your governing body and workforce are among the most important stakeholders. 

Identify those who have a genuine and legitimate interest in your work. This might include audiences, beneficiaries, donors, members, volunteers, staff, partners, regulators, or other government bodies and funders. They need to have a clear understanding of your work and your plans. 

Understanding stakeholders 

As time and money are always in short supply, it is important to involve the right people in the right way. It will take you longer to achieve your ambitions if you ignore key stakeholders. It is also very easy to spend too much time with people who love your work but are limited in how much they can help the development of the museum. 

When assessing the needs of stakeholders, incorporate the following legislation: 

• Equality Act 2010 
• National Standards for Community Engagement 

Use this matrix to assess how much people should be involved: 

• Key Players – high interest, high influence 

These people are critically important to your museum. They need to be seen to support you and should contribute to your work. They have the power to stop or undermine your plans. Regularly communicate and consult with them at a senior level.  

• Meet their needs – low interest, high influence 

These people are important to your work. Have two way communication with them and engage on their area of interest. Try to get them interested in your work.  

• Least important low interest and influence 

These people are only indirectly affected by your work. Provide them with interesting stories and information and try to get them interested.  

• Show consideration – high interest, low influence 

These people are likely to be enthusiastic about your work. They are your supporters. However they can take up a lot of time. Keep them informed and consult them about your activities. 

Involving others 

For each major stakeholder, ask: 

• How do you communicate and consult with this stakeholder? 
• Is this sufficient or too much? 
• How do you include their views in your decision making? 
• How can you improve this? 

There are five main ways in which people can be involved in your museum: 

• Inform – Tell other people about your museum 
• Consult – Take stakeholder opinions and comments on the museum 
• Co-decision – Share decisions about the direction of the museum 
• Co-deliver – Actively involve others in delivering your museum’s aims 
• Empowerment – Give others ownership of different facets of the museum 

The choice of a governance model is one of the most important decisions that your museum will make. It has major implications for how you operate by defining your area of activity and managing opportunities and risks. 

The model is defined by the legal document that establishes your organisation, defines your purpose, and determines how you will operate. It is the ‘rule book’ for the museum. Although there are a small number of options, there is no ‘one size fits all’. It’s therefore best to take this decision slowly. 

As these choices all have legal and financial implications, you should seek legal and financial advice before making any decisions. 

Governance models, simplified 

A governance model is a formal document which contains: 

• What the museum is set up to do 
• How the museum will do it 
• Who will run it 
• What happens if changes need to be made 
• What happens if the museum wishes to close 
• How the museum will be run, including arrangements for meetings, voting, and more 

The document must be approved by the governing body in Scotland, and may possibly need approval from: 

• Office of the Scottish Charity Regulator, to become a registered charity 
• HM Revenue and Customs, for tax and Gift Aid purposes 
• Local Authority, for rate relief 
• Financial Conduct Authority, for Industrial and Provident Societies 
• Companies House, for registered companies 
• Museums Galleries Scotland, to become Accredited 

Key points 

• Make sure that the governance model you choose allows you to operate within the law 
• Look especially at liability – does it protect your people against risk? 
• Check that your trustees and directors understand their responsibilities. 
• Local authorities and universities are empowered by national legislation to run museums and do not require a separate governing document. 
• Take legal advice from a recognised specialist before taking any final decisions. 

Most types of museums adhere to three legal statutes: 

• Charities and Trustee Investment (Scotland) Act 2005 
• Companies Act (2006) 
• Industrial and Provident Societies Act (1965), Financial Services & Markets Act (2000); Financial Services Act (2012) 

Types of governance model 

Aside from operating within a Local Authority or University, there are five common forms of legal status used by museums in Scotland, outlined below. 

Alternatively, many museums are interested in becoming a ‘social enterprise’. It is commonly agreed to be a business with primarily social objectives whose surpluses are principally reinvested for that purpose in the business or in the community, rather than being driven by the need to maximise profit for shareholders and owners. Nearly any type of organisation can be a social enterprise as long as they have social objectives and reinvest some surpluses for that purpose. 

Trust Deed 

These are appropriate for managing a specific collection or building. A Trust Deed will set out the terms of the Trust, outlining who has responsibility for buildings, collections, and money, and the purposes they serve. 

Benefits 

• Simple to set up 
• Can become a charity 
• Inexpensive to administer 

Key points 

• Cannot employ people or own property, including collections, without a holding trustee 
• All trustees are individually and severally liable 

Unincorporated Association 

This model is more appropriate for local history societies and groups. A constitution or set of rules will set out the powers and objectives of the organisation. 

Benefits 

• Simple to set up 
• Can become a charity 
• Inexpensive to administer 

Key points 

• Cannot employ people or own property, including collections, without a holding trustee 
• All trustees are individual and severally liable 
• Need to keep track of legal members with voting rights, as opposed to supporters 

Limited Company 

The organisation is governed by Articles of Association. Common forms include: 

• Company Limited by Guarantee 
• Company Limited by Shares 
• Public Limited Company 
• Community Interest Company 

These articles need to be approved by the Office of the Scottish Charity Regulator (OSCR) in order for the company to be considered a charity. The company is also regulated by Companies House. Community Interest Companies must also have their articles approved by the CIC Regulator. 

Not all legal forms of governing documents are acceptable for Museum Accreditation or the OSCR. In some instances their acceptability will depend on small details in your constitution. Read guidance on accreditation for further information. 

Benefits 

• A limited company has a legal identity, so it can employ people and own property in its own right 
• Can have a membership, but this is not essential 

• Limited liability for members and directors 
• Share or membership models can create additional sources of income 
• Some models allow for payment of directors and trustees 

Key points 

• OSCR will not accept companies limited by shares 
• OSCR does not allow the distribution of profit or benefit to members 
• If the organisation is a charity, it is accountable to two regulators. This brings increased administration. 

Industrial and Provident Society 

This model is often used to buy or sell goods or services for the benefit of their members or community. 

An Industrial and Provident Society (IPS) is an incorporated organisation and is governed by its own rules and IPS Acts. These organisations are regulated by the Financial Conduct Authority and some are considered ‘exempt charities’. This means that they are not currently eligible to become traditional Registered Charities but they can be treated as charitable for tax purposes by HMRC. 

Benefits 

• Has a legal identity, so can employ people and own property in its own right 
• Local ownership through sale of shares can build support and generate income 
• Opportunity to offer dividends to members
• Can be recognised as a charity 

Key points 

• OSCR will only accept some IPSs as charities 
• Future regulation of charitable IPSs yet to be agreed 
• Must demonstrate why another governing model is not appropriate
• Share capital can be withdrawn, subject to rules 

Scottish Charitable Incorporated Organisation 

This model is frequently used by smaller museums that want to limit their liability. The Scottish Charitable Incorporated Organisation (SCIO) model has most of the benefits of a traditional company limited by guarantee. The main difference is that the SCIO has to report to OSCR and not to Companies House. 

Benefits 

• Has a legal identity, so can employ people and own property in its own right 
• Only one regulator, so no need to report to Companies House 

Key points 

• A few grant distributing trusts and foundations might not recognise a SCIO as eligible
• Possible complexity when using assets as collateral for a loan or for re-mortgaging

Cupar Heritage Centre is a community-run organisation which celebrates the history of Cupar through displays, exhibitions and events. Although it is a Scottish Charitable Incorporated Organisation (SCIO), it is not yet an accredited museum. The centre is the culmination of the desire to celebrate and record the town’s history. 

The perfect opportunity arose when they connected the space available at the railway station with funding to make use of it. They have now become an established part of Cupar’s heritage and are consulted in their own right on matters affecting the town’s future. 

In their own words 

As a former Royal and Ancient Burgh, Cupar has a rich heritage as a seat of judicial affairs and local government. Interest in collecting and documenting our history dates back to the mid-19th century, but it wasn’t until the 1980s that the local authority had any real plans to open museums in the North-East Fife district. And even then, they ran out of money before they reached us. 

Then about fifteen years ago, Heritage Arts and Leisure came on the scene. As Heritage Arts and Leisure we continued the tradition of holding local talks and collecting artefacts and aimed to become a centre of excellence from which a museum would emerge. 

By chance we discovered that there was space available at Cupar Station, plus ScotRail were offering funding for community groups to ‘adopt a station’. It took us four years, from our expression of interest in 2007 to opening the doors for the first time in 2011, to piece together the funding and complete the building work. 

We changed our name to Cupar Heritage in 2009 to reflect our activities more succinctly as another organisation was emerging with an arts focus. 

People 

We worked hard to enlist public support and now have more than twenty active volunteers from all walks of life. We have become a ‘go to’ organisation in our own right for matters relating to Cupar’s history and heritage – this in turn helps build our profile. 

Governance 

We chose to become a Scottish Charitable Incorporated Organisation to combine our charitable objectives with the right level of protection for our people and collection. 

Being a museum 

We have robust procedures for documenting our collection which we hope will hold us in good stead for Accreditation. We are running out of storage space and a priority for us is to address our storage needs. 

We hope to become an Accredited museum one day. In the meantime we make the most of networking opportunities and take part in museum forum events where we can. 

Finance 

We are entirely volunteer run. We rely on donations from visitors, member subscriptions and occasional grants for specific projects. Our premises are on a long lease at a peppercorn rent. 

We are most proud of… 

• Getting our museum up and running 
• Keeping our programme of talks going 
• Winning an award for our station project 

Our advice for others 

• Do your homework – look at other museums and heritage centres to learn from others. 
• Network and get to know people. 
• Be patient. Not everyone will share your enthusiasm. 
• Build community support to get people behind you. Try and get local politicians on your side. 
• Make the most of advice and help from your local volunteer centre. 

Choosing a governing model that allows you to operate and protects you and your collections is an important decision in setting up your museum.

These next critical questions will help you assess whether you are legally set up to run a museum and how you fit within the museum sector and wider world.

 Understanding your context 

• Convention of Local Scottish Authorities 
• Creative Scotland 
• Education Scotland 
• NHS Health Scotland 
• Museums Association: Museums Change Lives 
• MOSAIC Scotland 
• Scottish Government 
• Scotland’s Museums and Galleries Strategy

Defining your purpose 

• Charity Guidelines 
• ICOM Code of Ethics for Museums 
• Code of Ethics for Museums developed by the Museums Association 

Who is involved? 

• National Lottery Heritage Fund: Inclusion good practice guidance
• Our Great Ideas 
• National Youth Agency: Hear By Right 
• Scottish Government: Community Empowerment 

Governance models 

• Get Legal: Decision Tool (NB: designed for English audiences but is nevertheless useful)
• Office for the Scottish Charity Regulator 
• Scottish Council for Voluntary Organisations: Setting up a Charity