The Office of the Scottish Charity Regulator (OSCR) has suspended a trustee of a charity for misconduct.
This week, OSCR published a new inquiry report into Free Wheel North, a Glasgow-based cycling development charity that has been under investigation since August 2024.
The regulator found Norman Armstrong, who founded Free Wheel North, “being concerned in the management and control of the charity, has been responsible for and contributed to the misconduct in the administration of the charity”.
It said: “OSCR has suspended Armstrong as a trustee of the charity because of this misconduct and, in addition, that it’s necessary and desirable to act for the purposes of protecting the property of the charity and securing the proper application of such property for its purposes.”
OSCR previously ordered Free Wheel North to hold an extraordinary general meeting (EGM) “for the sole purpose of electing a new board” after a “severe breakdown” in relations between three trustees, including Armstrong.
Reasons for Armstrong’s suspension
In its latest report, OSCR said it had suspended Armstrong due to inappropriate use of charity funds, ongoing disputes with other trustees and a decision to proceed with an annual general meeting (AGM) on 1 May.
On the first point, OSCR reported that between 23 November 2022 and 31 January 2024, Armstrong, “as sole signatory, made five payments from the charity’s bank account for personal expenses”.
“These payments were a misuse of charitable assets,” OSCR said.
On the second point, OSCR identified a breakdown in governance and ongoing disputes between Armstrong and other charity trustees.
It said that despite repeated recommendations from itself and requests from fellow trustees to seek professional mediation, “Armstrong refused to participate in mediation.
This unresolved dispute, OSCR added, prevented the board from meeting, delayed the approval of accounts and obstructed the holding of the charity’s AGM.
OSCR said that on 30 April, a trustee of Free Wheel North emailed members to cancel an AGM scheduled for 1 May. At the time, the regulator advised Armstrong (who was not a charity trustee) that the AGM should be postponed.
However, Armstrong emailed members to advise that the AGM was proceeding, and “went ahead with no charity trustees in attendance”, OSCR said.
“There was uncertainty regarding the procedures followed at the meeting and subsequently the validity of trustee appointments made at this meeting.
“OSCR ultimately had to direct the charity to hold a properly convened EGM to ensure valid appointments,” the regulator added. “This wouldn’t have been required if Armstrong hadn’t proceeded with the AGM on 1 May 2025.”
Earlier this year, Armstrong wrote to the OSCR protesting that the AGM had been convened in accordance with both company law and the charity’s constitution.
“It was more rigorously run than any previous AGM in Free Wheel North’s history,” he said. “It’s wholly unreasonable to defer to objections raised by individuals who have worked actively to undermine every democratic process to date.”
Breach of trustee duties
OSCR concluded that Armstrong breached his trustee duties by “failing to act in the interests of the charity” and “failing to act with the care and diligence expected of a person managing another’s affairs”.
It said: “In addition, in proceeding to hold the AGM on 1 May 2025, his actions contributed to the misconduct in the administration of this charity.
“OSCR has therefore determined that there’s been misconduct in the administration of the charity and that it’s necessary and desirable to act to protect the charity’s property and ensure its proper application.”
Armstrong has been suspended for six months, commencing on 21 October.
