THE HENRY WILLIAMSON SOCIETY
CONSTITUTION
| 1. | Title, Aim and Charity Status |
| 1.1 | The Society shall be called ‘The Henry Williamson Society’ (hereinafter called ‘the Society’). |
| 1.2 |
The aim of the Society is to encourage interest in and a deeper understanding of the life and work of the writer Henry Williamson, 1895–1977. |
| 1.3 |
The Society is a registered charity No. 288168 whose Trustees are the elected members of the Committee.
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| 2. | Membership |
| 2.1 | Membership is open to any person interested in furthering the purposes of the Society. |
| 2.2 |
There are four categories of membership: Honorary |
| 2.3 | Honorary (non-subscription) membership may be granted by the Committee, for exceptional reasons, subject to the approval of three-quarters of all elected or ex-officio members. |
| 2.4 | The offices of Patron, President, and Vice-President are honorary and such appointments shall be made only by the approval of three-quarters of all elected or ex-officio Committee members. |
| 2.5 | Once granted, honorary membership and honorary offices may be revoked only by an Annual General Meeting on adoption of an Agenda motion approved by three-quarters of the membership present and entitled to vote. |
| 2.6 |
Honorary members have the same rights as ordinary members.
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| 3. | Powers |
| 3.1 |
The Society acting through its Charity Trustees ('the Committee') has the power to raise funds, receive grants and dontions, apply funds to carry out the aim of the Charity, co-operate with and support other charities with similar purposes, and do anything which is lawful and necessary to achieve its aim.
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| 4. | Structure, Election, and Conduct of the Charity Trustees ('the Committee') |
| 4.1 | The offices of the Committee are Chair, Vice-Chair, General Secretary, and Treasurer of the Society and such others as the Committee deems necessary for the proper conduct of the Society’s affairs, subject to section 4.6. |
| 4.2 | Election to the Committee may only take place at an Annual General Meeting, following publication of all nominations in the Agenda previously circulated under section 9.3. |
| 4.3 | Nominations must be addressed in writing to the General Secretary to arrive at least sixty clear days prior to the date of the meeting. Nominnations may only be personal. Nominees must agree in their nomination to serve as Charity Trustees if elected and to disclose any information required by the Charity Commission for England and Wales and its successors under law. |
| 4.4 | Elected members of the Committee shall serve for three years and fall due for re-election at the Annual General Meeting after completion of each period of three years' service, and notice of intention to stand again shall be given in writing to the General Secretary as under section 4.3 above. |
| 4.5 | The Committee shall determine the functions and responsibilities of its members. |
| 4.6 | Should any Committee office become vacant for whatever reason, or any new or shared office be deemed necessary, the Committee may assign that office or co-opt other members of the Society to the Committee, providing that such assigned or co-opted members submit themselves for formal election at the next Annual General Meeting, after due nomination given in the Agenda, and after approval of any new or shared office by that Annual General Meeting. A person elected in this way shall be eligible to serve a three-year term. Failing such election the assigned or co-opted member may at no time re-join the Committee unless after election at a subsequent Annual General Meeting. |
| 4.7 | A representative appointed by the Henry Williamson Literary Estate shall be an ex-officio Committee member with full voting rights and need not be a member of the Society. The Committee may make other ex-officio appointments only on conditions approved in advance at an Annual General Meeting. |
| 4.8 | Committee members shall be unpaid but entitled to claim certifiable expenses wholly, necessarily, and reasonably incurred in the performance of their duties, subject always to the approval of the Committee. |
| 4.9 | The convenor of Committee meetings shall be the Chair, the Vice-Chair or the General Secretary. The Committee must meet at least once a year. The Chair, or the Vice-Chair, or failing these a temporary chair elected by and for the meeting, shall preside. |
| 4.10 | Not less than twenty-one clear days' notice of Committee meetings shall be given. |
| 4.11 | Ten clear days' notice of the Agenda for a Committee meeting must be given from the mailing date. |
| 4.12 | A quorum shall consist of six of the total Committee, all to be present throughout the meeting, and the number to include at least one of the following: Chair, Vice-Chair, General Secretary, Treasurer. |
| 4.13 | An equality of votes for and against a motion shall result in that motion being lost. The Chair or Vice-Chair or temporary chair of the meeting shall have only one vote. |
| 4.14 |
Minutes shall be circulated to Committee members within thirty days of the meeting.
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| 5. | Non-Committee Society Elected Posts |
| 5.1 |
The Annual General Meeting shall elect members for three-year terms to the posts of: Journal Editorial Committee (up to four members) Schools Writing Competition Co-ordinator Any further non-Committee post approved by an Annual General Meeting Nominations for election must be addressed in writing to the General Secretary to arrive at least sixty clear days prior to the date of the meeting. Nominations may only be personal.
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| 6. | Finances and Accounts |
| 6.1 | The Society shall maintain one bank account in a clearing bank of the Committee's choice. |
| 6.2 | The account shall be in the name of the Society. |
| 6.3 | All cheques issued on the Society's account must have two signatories, both of whom shall be members of the Committee and in accordance with the mandate agreed with the bank. |
| 6.4 | The Treasurer shall ensure that the Agenda of each Annual General Meeting is accompanied by a statement of the revenues, expenditures, assets, and liabilities of the Society for the previous twelve months ending 30 June. |
| 6.5 |
The appointment of an independent examiner of the Society’s accounts, who may be voluntary or a paid professional, a member or non-member, but not a Committee member, must be determined by the Committee or by an Annual General Meeting, but in any event the examined annual accounts shall be put to the Annual General Meeting for approval.
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| 7. | Subscriptions |
| 7.1 | Subscriptions fall due on 15 September each year. |
| 7.1 | Subscriptions may be adjusted by the Committee but such changes must be conveyed to members at least thirty clear days in advance of 15 September each. |
| 7.2 |
Where a subscription remains unpaid at 31 December, membership shall be deemed to have terminated. Subsequent payment for the relevant year will revive the membership.
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| 8. | Revision and Amendments to the Constitution |
| 8.1 | Revisions and amendments to the Constitution may be made only at an Annual General Meeting following the publication of a motion proposing such revisions and amendments on the Agenda, and their approval by a majority of members present and entitled to vote. Abstentions shall count against the motion. |
| 8.2 |
Motions proposing revisions or amendments to the Constitution must be given in writing and addressed to the General Secretary, to arrive at least sixty days clear prior to the date of the meeting, providing that no revision or amendment is made that shall cause the Society to cease to be a Charity at law.
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| 9. | General Meetings |
| 9.1 | The General Secretary shall convene the Annual General Meeting, except in the event of incapacity, when the Chair or Vice-Chair will convene the meeting. The convenor of any other General Meeting shall be the Chair, Vice-Chair, or General Secretary, with the approval of the Committee or with signed agreement of not less than twenty-five Society members of any category. |
| 9.2 | Thirty clear days' notice of a General Meeting must be given by the convenor from the mailing date. |
| 9.3 | The Agenda must accompany the notice of a General Meeting. |
| 9.4 | When a new Chair is elected to office at an Annual General Meeting, the conduct of the meeting shall be handed over by the outgoing Chair at that point. |
| 9.5 | A quorum shall comprise fifteen per cent of the total membership at the time of the meeting, or fifteen members if the membership exceeds 150. Such members must be entitled to vote, and be present throughout the meeting. An equality of votes for and against a motion shall result in that motion being lost. The Chair has one vote only. In the absence of a quorum the meeting shall stand adjourned, to be reconvened under section 9.1. |
| 9.6 |
The Annual General Meeting shall be held each year in September or October on a date agreed at the previous Annual General Meeting or notified by the Committee in the Newsletter or by other means by the end of April. Any member may submit an item for consideration to the General Secretary to arrive at least sixty clear days prior to the date of the meeting. |
| 9.7 |
Minutes of an Annual General Meeting shall be printed in the next Newsletter. Minutes of any other General Meeting shall be published as that meeting directs.
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| 10. | Rights and Obligations of Members |
| 10.1 |
The Society shall at all times seek to preserve the equal rights of every member to be heard and to participate in its affairs, and shall keep all members informed accordingly. Should any member conduct himself or herself so as seriously to compromise or threaten the well-being or repute of the Society, that member will be cautioned in writing by the General Secretary on a resolution of the Committee or a General Meeting and, if obdurate, be suspended for any period by the Committee with right of appeal once only to be submitted in writing to the General Secretary. Determination of the appeal shall be either by postal or email ballot of the full Committee, or at the next Committee meeting. In either case, if the suspension is upheld by two-thirds of the full Committee, then membership shall be terminated forthwith.
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| 11. | Dissolution |
| 11.1 |
If upon the winding-up or dissolution of the Society there remains after satisfaction of all debts and liabilities any assets whatsoever, the same shall not be distributed amongst the members, but be transferred to some other charitable institution or institutions having aims similar to the aims of the Society, and if and in so far as effect cannot be given to such provision then to some other charitable object by resolution of the General Meeting or other lawful authority approving such winding-up or dissolution.
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| Last revised and adopted at the Annual General Meeting October 2022 |