The Code of Governance guidelines are good practices to help charities and IPCs manage themselves effectively and mitigate governance risks. Hence, charities and IPCs are encouraged to comply wherever possible. The Code operates on the principle of “comply or explain”. Where charities or IPCs are unable to comply with certain Code guidelines or where guidelines are not applicable to the charity or IPC, they must provide an explanation. Some charities may not be able to comply with certain guidelines because they are in the process of working towards compliance. This could be an explanation for non-compliance. Alternatively, some charities may even exceed the guidelines in the Code. It may also be that some Code guidelines do not easily relate to the circumstances of a particular charity. The charity should explain these circumstances in the checklist.