Potanin v Charity Commission for England and Wales [2026] UKFTT 00271 (GRC)

The First-tier Tribunal has dismissed the appeal of Vladimir Potanin against his removal by the Charity Commission as Founder and member of the Potanin Foundation, an English charitable company with assets of c. £95m.

Ruth Hughes KC acted for the Attorney General, who intervened in his capacity as Guardian of Charity.

Alan Mcean KC and Joe Middleton KC acted for Mr Potanin and Jamas Hodivala KC and Jonathan Dixey acted for the Charity Commission.

The Commission had exercised its powers under sections 76 and 79 of the Charities Act 2011 following Mr Potanin’s designation under the Russia (Sanctions) (EU Exit) Regulations 2019. Upon his designation by the UK in June 2022, the asset-freeze provisions were engaged. As sole member and Founder of the Charity, holding 100% of the voting rights and constitutional powers to appoint and remove trustees and amend the Articles, the Tribunal held that the Charity was “owned or controlled” by him for sanctions purposes. As a result, dealings with the Charity’s assets became prohibited absent an OFSI licence, rendering the Charity unable to function without regulatory intervention.

The Tribunal upheld the Commission’s conclusions on each statutory requirement for removal.

First, it held that Mr Potanin was an “officer” within section 79(4). Construing the Act purposively, the Tribunal rejected a narrow or Companies Act-based definition. The Founder’s constitutional powers constituted an office from which removal was legally possible and consistent with the protective purpose of the statutory scheme.

Secondly, the Tribunal found misconduct or mismanagement. Applying the principles in Lehtimäki v Cooper and the fiduciary duty of single-minded loyalty, the Tribunal concluded that Mr Potanin was under a duty to act solely in furtherance of the Charity’s purposes. His failure to resign — both when UK designation was foreseeable and after designation occurred — amounted to a failure to take proactive steps to protect the Charity from paralysis. His continued status directly triggered the asset freeze and exposed trustees and advisers to potential criminal liability.

Thirdly, the Tribunal was satisfied that he was responsible for, or at least facilitated, that misconduct within section 79(4)(a)–(c), and that removal was necessary or desirable to protect the Charity’s property and secure its proper application. Alternatives, including indefinite interim management, were held to be unsatisfactory.

Finally, removal was proportionate. While the Tribunal acknowledged Mr Potanin’s substantial philanthropic contribution, it held that the effect of his continued involvement and the need to safeguard charitable assets outweighed those considerations.

The appeal was dismissed.