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The Richard III Society

Promoting research into the life and times of Richard III since 1924

Patron: HRH The Duke of Gloucester KG GCVO

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The Constitution as Adopted by the Society in October 2004

1. Name of the Society

The Society shall be called the 'RICHARD III SOCIETY' (formerly the Fellowship of the White Boar).

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2. Aims and Activities

  1. The Society's aims are to further the study of late fifteenth-century history and in particular the reign and reputation of Richard III.
  2. In order to advance historical research and education in support of these aims, the Society may:
    1. organise lectures and conferences on historical subjects;
    2. publish a scholarly journal and a members' bulletin;
    3. maintain a library and information service for the benefit of members and others;
    4. organise Society research; encourage other research projects, by means of bursaries and grants; and disseminate the results of research through publication or grants towards publication;
    5. support the Richard III and Yorkist History Trust by making grants, and by other suitable means, including the nomination as necessary of the people from whom five of the nine trustees are appointed;
    6. organise visits to places of historical interest;
    7. support, at the discretion of the Executive Committee [hereinafter 'the Committee'], the restoration of historic buildings and sites of particular importance to the life and times of Richard III;
    8. take other suitable measures to commemorate the life and times of Richard III; and
    9. do such other things as will further the aims of the Society.

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3. Membership

  1. Any person supporting its aims shall be eligible to apply for membership of the Society.
  2. The membership of the Society shall consist of:
    1. individual members and family members who have paid the subscription set in accordance with Article 4; and
    2. honorary members, recommended to and elected by the Committee for distinguished services to the Society or to its aims.
  3. Each application by a person or persons for membership shall be considered by the Committee or by the person to whom it has delegated this duty. If the application is approved, such person or persons shall have become members by the process of signing an enrolment form and paying a subscription.
  4. The payment of the subscription and the signing of the enrolment form shall be taken as signifying acceptance of the Constitution of the Society, which shall be available for inspection by applicants, and provided to members.
  5. Members may resign from the Society on giving written notice of their intention to the Secretary.
  6. Each member shall ensure that the Membership Department of the Society is kept informed of any change in name or address. Members of Branches and Groups should also inform their Branch or Group secretary.

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4. Subscriptions

  1. The annual subscription shall fall due on 2 October each year, and payment shall entitle the member to the benefits of membership up to and including the Annual General Meeting of the following year.
  2. It shall be permissible for the Committee to waive for the current year the subscription of any member joining less than three months before 2 October and at that time paying the subscription for the following year.
  3. A member whose subscription has not been paid after the lapse of three months shall cease to be a member of the Society and shall forfeit any privileges of such membership.

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5. Patron

The Committee may, with the consent of the person concerned, designate a Patron of the Society. All communication with such a Patron shall be through the Committee.

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6. Officers

The officers of the Society shall be elected by the Committee, at the first Committee meeting following the Annual General Meeting. They shall comprise:

  1. A Chairman, a Secretary, a Treasurer, a Deputy Chairman
  2. Other officers shall include:
    • Editors of the Journals
    • Fotheringhay Coordinator
    • Librarian
    • Membership Liaison Officer
    • Overseas Liaison Officer
    • Research Officer
    • Sales Officer
    • Visits and Events Officer
    • Webmaster
    Such officers need not be members of the Committee, but are accountable to it.
  3. The Committee may nominate for election as President or as a Vice-President people who, as members of the Society, have in its judgment rendered outstanding services to the Society or to its objects. The Committee shall not be required to make nominations to these offices solely because there is a vacancy.
  4. A President and Vice-Presidents of the Society shall be elected by the Annual General Meeting on the nomination of the Committee. They shall hold office for the ensuing year, and shall be eligible for re-election.

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7. Committee

  1. Subject to this constitution, the governance of the Society and the management of its concerns shall be entrusted to a Committee.
  2. The Committee shall consist of the four officers specified at (6)(b) together with at least eight but not more than eleven other elected members, plus any additional members co-opted under (7)(c).
  3. The Committee shall have power to co-opt up to three additional members. Co-opted members of the Committee shall remain co-opted members only until the next A.G.M., when they shall be eligible for election.
  4. The Chairman, or in his absence the Deputy Chairman, shall preside over the Committee and at General Meetings. The Chairman shall ensure that the Constitution of the Society is observed, and that the resolutions of General Meetings and of the Committee are carried out, and shall promote such measures as shall appear to him advisable for the welfare of the Society, subject to the approval of the Committee.
  5. The Secretary shall conduct the administrative business of the Society and take the minutes of the Committee meetings and of General Meetings, unless the Committee shall delegate any of these functions to other of its members.
  6. The Treasurer shall receive and disburse the Society's moneys as directed by the Committee, and other members of the Committee receiving or paying out money on its behalf shall be accountable to him. The Treasurer shall put draft accounts to the Committee for approval, before arranging for the accounts to be inspected by the Auditor(s) appointed under Article (10)(b)(iv); and audited copies shall be circulated to members of the Society before the A.G.M. The Treasurer shall lay before each A.G.M. for approval an account of the financial affairs of the Society during the financial year ended on the last day of March.
  7. If a vacancy occurs on the Committee during the year, it may be filled by co-option, whether or not additional members have already been co-opted.
  8. All members of the Committee shall retire annually, but shall be eligible for re-election.
  9. Any member of the Committee, whether elected or co-opted, who fails to attend three consecutive meetings of the Committee or any four meetings in one year without furnishing a sufficient explanation shall cease to be a member of the Committee for the remainder of the year, but shall remain eligible for re -election or election.

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8. Committee Meetings

  1. The Committee shall convene no fewer than six times in any one year.
  2. Notice of the business to be discussed shall be circulated to the members at least seven days before the meeting when practicable.
  3. Business not specified in the notice convening the meeting may be brought forward by leave of the Chairman and with the agreement of the meeting.
  4. At all meetings of the Committee, eight shall constitute a quorum. All questions shall be decided by open vote unless a ballot be demanded by one-third of the members convened. In an equality of votes the Chairman shall have a second and casting vote.
  5. The Secretary shall call a special meeting of the Committee within four weeks of a request by any five Committee members.
  6. The Committee may at its discretion invite any member of the Society to attend a Committee meeting, but members so invited shall not be entitled to vote at such meeting.

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9. Standing Committees and Working Parties

The Committee shall have power to set up such standing committees and working parties as shall appear to it to be necessary, to consider and report back on any matter within the responsibility of the Committee. At least two members of each such standing committee or working party shall be members of the Committee. Other members of the Society may be invited to meet or serve on such standing committees or working parties as may be necessary.

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10. Annual General Meeting

  1. The A.G.M. of the Society shall be held on the Saturday nearest to 2 October in each year.
  2. The A.G.M. shall:
    1. Receive and discuss the annual reports of the retiring officers and other members of the Committee;
    2. Receive and act upon the report of nominations for membership of the Committee;
    3. Receive, and adopt if thought fit, the audited accounts of the Society for the financial year ended 31st March;
    4. Appoint an Auditor or Auditors; and
    5. Transact such other business as shall be brought forward.
  3. All members of the Society shall be entitled to attend the meeting and to vote.
  4. Notice of the date and time of the A.G.M. must be circulated to all members at such time as will permit the notice to reach any member in the United Kingdom twenty-one days before the meeting.
  5. Any member of the Society is entitled to submit motions for discussion and nominations for membership of the Committee, subject to (f) and (g) below.
  6. Motions for discussion at the A.G.M. must reach the Secretary not less than fourteen days before the date fixed for the meeting. They must be proposed and seconded, in writing.
  7. Nominations for membership of the Committee, duly proposed and seconded, in writing, must reach the Secretary not less than fourteen days before the date of the A.G.M. They shall be valid only if the person nominated has consented to the nomination in writing.
  8. Any member of the Society is eligible for election to the Committee.
  9. If fewer than fifteen valid nominations have been received for membership of the Committee, those so nominated shall be declared elected. If fewer than twelve valid nominations have been received the A.G.M. shall then be required to make additional nominations: these shall be valid if duly seconded and if the nominees signify their willingness to stand for election. If the number of valid nominations so received exceeds the number of vacant places, a ballot shall be held at the A.G.M. between these nominees for the number of places vacant. This ballot for nominations shall be conducted by the outgoing Committee in the customary manner.
  10. If demanded by more than ten percent of eligible members in writing by the closing date for nominations to the committee, a postal ballot shall be held instead.
  11. In the event of a postal ballot, the outgoing Committee shall organise and preside over the poll. Voting papers shall be sent to all members with the December/Winter Bulletin. Election to membership of the Committee shall then be by preferential vote, as described in the Procedures Manual. The existing Committee and officers shall continue to functionas necessary until the required election procedure is completed.

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11. Special General Meetings

  1. If it shall appear to the Committee to be necessary, it may call a Special General Meeting to consider and to resolve upon any question which in the Committee's opinion ought not to be postponed until the Annual General Meeting or dealt with by the Committee itself.
  2. If the Secretary receives a demand for a Special General Meeting, in writing, from no fewer than eighty members, the Chairman shall call such a meeting, within twelve weeks.
  3. Notices summoning a Special General Meeting shall be sent out not less than fourteen days before the date fixed for it, and shall contain a statement of the resolution or resolutions for whose discussion the Special General Meeting is called, besides details of date, time and place.

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12. General Meetings

  1. For all General Meetings of the Society the quorum shall be eighty.
  2. Whilst every member of the Society is entitled to attend all General Meetings, the fact that any member has not received notification of the A.G.M.. shall not of itself invalidate any proceedings at that meeting.
  3. Voting at all A.G.Ms may be taken on a show of hands, but shall be by ballot if this is required by one-third of the members present. The Chairman shall have a second or casting vote in all cases where voting is declared to be equal.

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13. Branches and Groups

  1. This paragraph shall govern the formation of Branches.
    1. a Branch shall have:
      • a viable membership within a convenient geographical area;
      • the capacity to be financially self-supporting;
      • an agreed formal constitution consistent with the Constitution of the Society;
      • successfully applied for Branch status to the Committee.
    2. The Committee may, at its discretion, authorise a grant towards the cost and expenses of any project or activity undertaken by a Branch which is of value to the Society as a whole. In all such cases the written approval of the Committee must be obtained in a advance. In the case of an overseas Branch a grant may be provided by allowing the retention of a proportion of the Society subscription collected from its members by that Branch.
  2. This paragraph shall govern the formation of Groups.
    1. A Group is an informal gathering of local members which does not fulfil the conditions to be a Branch as defined above.
    2. A Group that fulfils the conditions for Branch status is not obliged to apply for Branch status.
    3. If a member or members wishes to form a Group they shall contact the Secretary with a proposal which will beconsidered by the Committee.
    4. If the proposal is accepted and a Group is successfully set up, the Group will be recognised and promoted by the Society.
    5. A Group is expected to have an organisation to administer its affairs, and to be financially self supporting.
  3. This paragraph shall govern the operation of Branches and Groups.
    1. Each Branch and Group shall be financially self-supporting. The Society will accept no responsibility for any debts incurred by Branches and Groups or for bank accounts opened by the officers of a Branch or Group.
    2. Every Branch and Group shall render a report to the Secretary of the Society, giving the information specified in the Procedures Manual, within one calendar month of 31 January each year.
    3. Any project undertaken, or any matter for publication intended for circulation to the general public, if done on behalf of or in the name of the Society as a whole, shall first be submitted in writing to the Committee, and shall not be undertaken or published without its prior approval in writing.
    4. No member of a Branch or Group shall be expelled from it without the consent of the Committee of the Society.
    5. The formation of Groups and the recognition of Branches shall further be regulated by the requirements specified in the Procedures Manual.
    6. Practical guidance on how a Group may become a Branch, or vice versa, is documented in the Procedures Manual.

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14. Conduct of Members

  1. Members shall support the aims of the Society and must abide by the Society's Constitution. No member shall disrupt the Society, jeopardise its reputation or bring the Society into disrepute.
  2. Members may not use the name of the Society in any manner which partakes of a business character for personal profit.
  3. No member shall be entitled to act as a representative of, or in the name of, the Society without the Committee's prior approval.
  4. The Committee, on a proposal supported by at least two-thirds of the members of the Committee, may determine that a member of the Society appears to have acted in a manner incompatible with one or more of the requirements of paragraphs (a) to (c) above. Following such a determination, the member concerned may become liable to have his or her membership of the Society terminated by the Committee in accordance with the following provisions of this Article.
  5. Following a determination under paragraph (d) above, the Committee shall communicate in writing the determination to the member concerned. The communication shall be sent by recorded delivery, and shall specify the ground or grounds on which the decision was taken, give a brief account of the reasons for it, and inform the member that he or she has an opportunity to make written representations to the Committee, within six weeks of the date on which the communication was delivered, as to why his or her membership should not be terminated.
  6. After the end of the period permitted for making representations, the Committee shall decide, taking account of those representations and any other relevant evidence submitted to it, whether or not to terminate the membership of the member concerned.
  7. The Committee shall communicate its decision to the member concerned in writing by recorded delivery.
  8. If the Committee decides to terminate a member's membership, the member shall be entitled to appeal to an appeal panel constituted in accordance with the terms of the grievance procedure.
  9. If the member does not appeal within six weeks of receiving notice of the Committee's decision made under paragraph (f) above, the decision will become final and binding, and the member's membership of the Society shall terminate at that time.
  10. If the member concerned appeals to the appeal panel and the panel dismisses his or her appeal, the decision to terminate his or her membership shall become final and his or her membership shall terminate at that time.
  11. Nothing in this section shall be taken as restricting the right of any member to form or to express an opinion of historical events, or of the conduct of Society affairs, provided that it is expressed with proper consideration for other members and the good name of the Society.

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15. Interpretation of the Constitution

  1. The Committee shall have power to interpret this Constitution, should there be a difference of opinion concerning it.
  2. The Committee shall have power to deal with any matter not provided for in this Constitution.

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16. Alteration of the Constitution

A rule or rules of the Society may be proposed for change, or a new rule may be proposed for adoption, on the proposal of at least eight members of the Committee or of eighty other members:

  1. by resolution at a General Meeting of the Society, where it requires a two-thirds majority of those voting, with at least sixty members voting in favour, or
  2. by postal ballot, held at the discretion of the Committee, in which case a two -thirds majority of those voting must approve any change.

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17. Dissolution of the Society

  1. The dissolution of the Society requires a Special General Meeting of the Society. This may be held immediately after an Annual General Meeting, but must be summoned separately in accordance with (11) above. In order to effect a dissolution, at least seventy five percent of those present at such a meeting must vote in favour of this.
  2. In the event of the winding up or dissolution of the Society, any assets or property whatsoever remaining after the satisfaction of all just debts and liabilities shall not be distributed amongst the membership but shall be given to the Richard III and Yorkist History Trust or to some other charitable institution or institutions having objects similar to those of the Society, or, if and insofar as effect cannot be given to this provision, then for some other charitable object. The destination of such remaining assets shall be decided, in accordance with this rule, by the meeting resolving on dissolution, or, in default of such valid decision, by the retiring Committee.

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18. Definitions

In this Constitution unless clearly implied otherwise by the immediate context:

  1. the words "the Society" shall be taken as meaning "the Richard III Society";
  2. the word "member" shall be taken as meaning a member of the Richard III Society in either of the categories set out in 3(b);
  3. words importing the masculine gender shall be deemed to include the feminine gender;
  4. the words "the Committee" shall be take as meaning the Executive Committee of the Richard III Society, as specified at 9(b);
  5. "Society year" shall mean the period from the conclusion of one A.G.M. to that of the next;
  6. "Financial year" shall mean the period from 1st April to 31st March;
  7. "Standing Committee" shall mean a permanent group of members to whom the Committee has delegated a specific function;
  8. "Working Party" shall mean a group of members set up by the Committee to examine a specific project;
  9. "Officer" shall mean a member responsible for providing a core service to the Society;
  10. "Procedures Manual" shall mean the document which contains practical guidance and information on how the Society operates.

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