Our Constitution

Bristol and Avon Family History Society Constitution

1. NAME

a. The name of the charity shall be the “Bristol and Avon Family History Society”,
hereinafter referred to as “the Society”.

2. OBJECTIVES

a. The aims of the Society shall be to promote and encourage the public study of family
history, genealogy, and associated matters with reference to the historical county of Avon
(1974 to 1996) and its constituent predecessor and successor counties.

b. In furtherance of the above aims the Society shall have the following objectives.
i. To provide a forum and facilities for those interested to communicate, meet, and help each
other in the furtherance of family history objectives.
ii. To arrange a programme of lectures and discussions, give advice and guidance to, and
organise events and research visits for, Society members and interested members of the
general public.
iii. To produce a journal (in printed, electronic or digital format) of the Society’s activities
and genealogical matters.
iv. To hold and maintain a library of printed and other works for the use of Society members
and to extend this to interested members of the general public.
v. To seek out and transcribe, index and, wherever possible, publish and make available
source materials and other relevant documents.
vi. To pursue collaborative actions with similar societies, supportive bodies, and other
relevant organisations.
vii. To promote and to engage in educational activities and the publication and sale of other
appropriate material in manuscript or electronic form or on the internet.
viii. To develop and maintain a website dedicated to the study of family history and related
topics.

3. POWERS

In furtherance of the foregoing aims and objectives, but not further or otherwise, the Society
shall have the following powers: –

a. To raise funds in compliance with charity law.

b. To purchase, maintain and dispose of equipment and documents such as, but not
limited to, computers, printers, storage cabinets and genealogical resources in a costeffective manner.

c. To purchase or hire professional services where the relevant skills or expertise are not
available from within the Society membership.

d. To co-operate with voluntary, charitable, commercial, statutory and educational
bodies.

4. AFFILIATION

The Society shall seek to become a member of the Family History Federation (Registered
Charity No. 1038721) and shall have the power to guarantee its debts in the event of its
insolvency up to the sum of £1. The Society may also affiliate with other charitable
organisations whose objects are deemed compatible and mutually supportive.

5. MEMBERSHIP

a. Membership of the Society shall be open to all persons, institutions and organisations with
a genuine interest in supporting the Society’s Aims and Objectives. Application for
membership will be on a prescribed form.

b. The Executive Committee may refuse an application for membership only if, acting
reasonably and properly, they consider it to be in the best interests of the Society to refuse an
application. A decision to refuse an application shall be given in writing to the applicant
within 21 days of the decision (giving reasons for refusal). The applicant may make written
representations about the decision and the Executive Committee must consider these and
notify the applicant of their decision in writing within a reasonable period of time, which
shall be final.

c. Classes of membership and membership fees shall be determined by the Executive
Committee of the Society.

d. The Committee may suspend from membership of the Society any member whose
activities, in the opinion of the Committee, are detrimental to the Society. Such Members
shall have the right to appeal.

e. Fully paid-up members, Honorary Life members, the President and Vice President(s) shall
possess full voting rights. Any form of Institutional Membership or Complimentary
Membership shall not confer voting rights. Membership rights shall not be transferable unless
approved by the Executive Committee. Up to two paid-up members, resident at the same
postal address and sharing one copy of the Journal, shall possess individual voting rights;
these votes cannot be cast by proxy.

f. Subscriptions shall be payable at the time and rate(s) determined by the Executive
Committee.

g. The Executive Committee shall keep a register of the names and addresses of the members
of the Society and shall be responsible for keeping it up-to-date and in compliance with Data
Protection legislation.

h. Membership shall be terminated in the following ways.
i. By death or, if an organisation, by it ceasing to exist.
ii. By written resignation to the Membership Secretary or other appropriate officer of
the Society.
iii. If any sum due to the Society from the member remains unpaid in full within 3
months of it falling due unless the Executive Committee resolves that there are
extenuating circumstances to permit the membership to continue.
iv. If the Executive Committee, by simple majority resolves that it is in the best
interests of the Society that the membership of an individual or organisation is to be
suspended or terminated, such a resolution may be passed only by the Executive
Committee, if:
iv. (a) the member is given at least 21 days’ notice in writing of the Executive
Meeting at which the resolution will be proposed, and the reasons why it is to
be proposed. (Notice may be sent by email or other electronic means, by post
or may be personally served). The Notice will contain details as to whom any
response would be sent.
iv. (b) the member and or, if he/she prefers, a representative of the member
(who need not be a member of the Society), has the right to make
representations in writing or in person to the Executive Committee before a
final decision is taken by the Executive Committee. Representations, in
writing, may be sent by email or other electronic means, by post or may be
personally served).

6. MANAGEMENT OF THE SOCIETY

a. Meetings of the Society may be held physically ‘in-person’, online by electronic or virtual
platform, by telephone conference, or by any hybrid combination thereof. Due notice for any
meeting shall specify the format and procedure for that occasion to reflect the circumstances
of the time and related decisions of the Executive Committee. Whichever format is used must
enable, where practicable, interactive, and simultaneous communication between participants.
The Minutes of any meeting shall state the format that has been used.

b. The Society shall be administered by an Executive Committee which shall consist of a
Chairman, Secretary, Treasurer, and not more than four other elected members plus one
Representative from each sub-Group and Branches approved by the Society, the latter having
full committee members’ rights and having been elected by the appropriate sub-Group at its
own AGM. All Executive Committee members must be paid-up members of the Society for
the full duration of their Executive Committee service.

c. The Chairman, Secretary and Treasurer shall be deemed to be the Society’s Officers. These
three Officers together with the other elected Members of the Executive Committee shall be
the Society’s Trustees who shall hold any property or assets owned by it or held, or to be held
in trust for the Society. No member shall hold more than one Officer position at any one time.

d. The members of the Executive Committee shall be elected every four years by the
membership at an Annual General Meeting and their term of office shall commence with the
declaration of the election results at that Annual General Meeting. Nominations should be
submitted in writing to the Society’s Secretary not less than 14 days before the day on which
the Annual General Meeting is to take place. A ballot shall be held if the number of
nominations exceeds the number of vacancies. Resignation from the Executive Committee
between Annual General Meetings shall be in writing to the Society’s Secretary.

e. The Executive Committee shall meet not less than six times in a calendar year. The quorum
for a Committee meeting shall be four elected members, which must include at least two
Officers. Committee members are expected to attend at least four meetings in the year
between consecutive AGMs. A simple majority shall suffice to pass any motion. In the event
of an equal number of votes being cast for and against a motion, the Chairman shall have a
second or casting vote.

f. The Executive Committee shall have the power to appoint sub-Committees and to co-opt
members to fill casual vacancies on the Executive Committee until the next Annual General
Meeting, as well as to invite individuals on an annual basis to undertake other tasks which are
deemed to be necessary for the proper and effective administration of the Society’s affairs.
Co-opted members shall not have Committee voting rights.

g. The Executive Committee shall be elected for four years only, but shall be eligible to stand
for re-election subject to the following.
i. Members of the Executive Committee shall serve for a maximum period of eight
consecutive years. If a Member of the Executive Committee serves as an Officer for at least
four years, their maximum period of service shall not exceed 12 consecutive years.
ii. All Executive Committee members and Officers who have served the maximum period of
eight years or twelve years (including at least 4 years as an Officer) and have left the
Executive Committee for any reason, shall be eligible for re-election after a full year’s
absence.

h. At each Annual General Meeting the Society shall appoint a suitably qualified Independent
Examiner to examine its accounts.

7. SUB-GROUPS / BRANCHES

a. The Executive Committee of the Society shall have the power to establish subGroups/branches in furtherance of the Society’s aims and objectives and on such terms as the
Executive Committee shall prescribe. In the event of a sub-Group/branch being formed, any
property or funds acquired by it shall belong to the Society.

b. Each sub-Group/branch so established shall comply with this Constitution and act in
pursuance of its aims and objectives, and be subject to regulations or bye-laws approved by
the Executive Committee. Such regulations or bye-laws shall include provisions dealing with
the maintenance of a bank account by the sub-Group/branch, an acknowledgment that it
forms part of the Society, and that it will comply with the Society’s Constitution regulations
or bye-laws and policies.

c. A sub-Group/branch may be suspended at any time by a resolution of the Executive
Committee or dissolved on a resolution of the members at an Annual or Extraordinary
General Meeting of the Society. Such resolutions shall give directions and instructions as to
the transfer of assets and responsibility for liability of the sub-Group/branch during
suspension or following dissolution as the case may be.

d. Subject to the above, a sub-Group/branch may generally manage its own affairs but shall
not pledge the credit of the Society

8. ANNUAL AND EXTRAORDINARY GENERAL MEETINGS

a. An Annual General Meeting of the Society shall be held once a year during the month of
June when the Executive Committee members shall present their reports. The Executive
Committee shall determine the format of an Annual or Extraordinary General meeting.
Notice in writing of this meeting, its format and the agenda of items to be considered shall be
given to members entitled to attend and vote at least fourteen clear days prior to the event. At
such Annual General Meeting the business shall include the following:
i. The election of Officers and Members of the Executive Committee as required.
ii. The Society may invite by resolution suitable persons from the paid-up membership to be
President and/or Vice-Presidents. The President and Vice-Presidents will serve for a term of 5
years. They may be re-elected for a second term, but may only serve a maximum of 10
consecutive years. The positions of President and Vice-President shall confer Honorary Life
membership with full voting rights in perpetuity subject to the provisions of clause 5(h).
iii. The consideration of reports by or on behalf of the Executive Committee on the activities
carried out by the Society.
iv. The laying of the Society’s relevant annual accounts before the members.

b. An Extraordinary General Meeting may be convened either at the request of the Executive
Committee, or at the request of thirty Members (with voting rights) with prior written notice
furnished to the Members at least twenty-eight days before the Extraordinary General
Meeting setting out the business to be transacted.

c. Only those Members (with voting rights) present in-person or online via the prescribed
video conferencing service or having submitted a postal vote in the prescribed manner shall
be entitled to participate and shall each have one vote at an Annual General Meeting or an
Extraordinary General Meeting. Votes cast in-person or online shall be counted by a show of
hands. Postal votes shall be opened and counted after in-person and online votes have been
counted. The voting procedure shall be explained to those present before voting commences.

d. No business shall be carried out at an Annual General Meeting or an Extraordinary General
Meeting unless a quorum is present. A quorum shall be 20 members of the Society present
either physically in-person or online by electronic or virtual platform, by telephone
conference, or by any hybrid combination thereof. Due notice for any meeting shall specify
the format and procedure for that occasion. Whichever format is used must enable, where
practicable, interactive, and simultaneous communication between participants. The Minutes
of any meeting shall state the format that has been used.

e. If a quorum is not present within thirty minutes of the time appointed for an Annual or
Extraordinary General Meeting, or if during any such Meeting a quorum ceases to exist, the
Meeting shall be adjourned to such time and place as the Executive Committee shall
determine. The Executive Committee must re-convene the Meeting and must give at least
fourteen clear days’ notice of the re-convened Meeting stating the date time and place of the
Meeting. If no quorum is present at the re-convened Meeting within fifteen minutes of the
time specified for the start of the Meeting, then the members present at that time shall
constitute the quorum for that Meeting.

f. Annual or Extraordinary General Meetings shall be chaired by the person who has been
elected as Chairman of the Society. However, the President, or in his/her absence, any
available Vice-President, can be invited to chair the Annual General Meeting. If there is no
such person, or he or she is not present within fifteen minutes of the time appointed for the
Meeting, then an Executive Committee member nominated by the Executive Committee shall
chair the Meeting. If there is no Executive Committee member present and willing to act,
then the members present and entitled to vote must choose one of their number to chair the
Meeting.

g. All motions, other than those to amend the Constitution, may be passed by a simple
majority of the votes cast as set out in the provisions of clause 8c. In the event of an exactly
equal number of votes being cast for and against the motion, the Chairman shall have a
second or casting vote.

h. Any Member may ask for a form to register a postal vote, but only if unable to be present
to vote in person. A postal vote must be sent to the Secretary in a clearly marked envelope
which shall not be opened until the votes of those present at the meeting are counted.

9. FINANCE

a. All income and property of the Society, whencesoever derived, shall be applied solely
towards the promotion and execution of the aims and objectives of the Society as set out in
Clauses 2 and 3 above. No portion thereof shall be paid or transferred directly or indirectly in
any manner to any member of the Executive Committee or Society provided that nothing
herein shall prevent reimbursement of reasonable expenses properly incurred on behalf of the
Society (including but not limited to the payment of an approved fee when engaged as a
speaker).

b. The Executive Committee shall have full power to authorise reasonable expenditure and, in
an emergency, like power shall vest in the Society’s Chairman with the concurrence of the
Secretary and Treasurer.

c. The Executive Committee shall cause proper books of account to be kept with respect to all
sums of money received and expended by the Society and the matters in respect of which
such receipts and expenditures take place.

d. The Society’s financial year shall commence on 1st April and annual accounts shall be
prepared in relation to each financial year. A copy shall be made available to all Society
members as soon as practicable. Once at least in every year, the Society’s accounts shall be
examined by one or more qualified persons who are independent of the Society. The accounts
and results of this examination shall be presented to the Executive Committee for formal
approval and afterwards presented to the Members by being printed in the Society’s journal
or distributed to members in electronic format.

e. Members of the Executive Committee must have no personal interest in any matter related
to the Society’s funds and charitable transactions.

10. CONSTITUTION

a. Subject to the following provisions of this clause, the Constitution may be altered only at
an Annual General Meeting or, in exceptional circumstances, at an Extraordinary General
Meeting of the Society at which proper notice has been given as provided by clause 10 (c)
below, such notice to include notice of the Resolution setting out the terms of the proposed
alteration. The Resolution must be passed by not less than two-thirds of the votes cast as set
out in the provisions of clause 8c.

b. No alteration or amendment shall be made to this Constitution which would bar the Society
from being a Charity at law.

c. No amendment may be made to clause 1 (name clause), clause 2 (aims and objectives
clause), clause 3 (powers clause), clause 9 (Finance clause), clause 11 (dissolution clause) or
this clause 10 without the prior consent in writing of the Charity Commissioners for England
and Wales. Proposals for constitutional amendments shall be submitted to the Executive
Committee of the Society at least fifty-six days prior to the day on which the Annual General
Meeting or Extraordinary General Meeting is to be held.

d. The Executive Committee should promptly send to the Charity Commissioners a copy of
any amendment made under this clause.

11. DISSOLUTION

a. The Society may be dissolved by a resolution passed by not less than two-thirds of the
votes cast as set out in the provisions of clause 8c. at either an Annual General Meeting or
Extraordinary General Meeting called by the Executive Committee following their decision
that it is necessary or advisable to dissolve the Society and for which twenty-eight days’ prior
notice has been given in writing. Such a resolution may include instructions for the disposal
of any assets held by the Society.

b. If the Resolution is passed to dissolve the Society, the Executive Committee elected
members shall remain in office as charitable trustees and be responsible for winding up the
affairs of the Society in accordance with this clause.

c. The Executive Committee elected members must collect in all the assets of the Society and
must pay or make provision for all the liabilities of the Society

d. The Executive Committee elected members must apply any remaining property or money
as follows.
i. Directly towards the objectives of the Society.
ii. By transfer to any charity or charities for purposes the same as, or similar to, the Society as
resolved by the members of the Society or, if none is resolved by the members, then as the
Executive Committee members select.
iii. In such manner as the Charity Commissioners may approve in writing in advance;

e. In no circumstances shall the net assets of the Society be paid to, or distributed among, the
past or present members of the Society.

f. The Executive Committee members must notify the Charity Commissioners promptly that
the Society has been dissolved and, if they are obliged to send the accounts of the Society for
the accounting period which ended before its dissolution, they must send the Society’s final
accounts to the Charity Commissioners

12. INDEMNITY

a. The members of the Executive Committee shall each be indemnified by the Society against
any liability, claim or demand arising from any action taken or omitted in good faith by them
on behalf of the Society or its members in the administration of the Society.

b. A member of the Executive Committee may benefit from trustee indemnity insurance
cover purchased at the Society’s expense in accordance with and subject to Section 189 of the
Charities Act 2011.

13. NOTICES

a. All notices to be given by or to the Society must be either in writing, electronic form, in
person, by post or by delivery to the members last known postal or email address.

b. A member present at any meeting of the Society, in-person or online via the prescribed
video conferencing service or having submitted a postal or electronic vote, shall be deemed to
have received notice of the meeting and of the purposes for which it was called.

c. Proof that an envelope was properly addressed, prepaid and posted or that an electronic
communication was sent shall be conclusive evidence that the notice was properly given.

d. A notice shall be deemed to be given forty-eight hours after the envelope containing it was
posted or in the case of electronic communications seventy-two hours after it was sent.

FOOTNOTES

This Revised Constitution was adopted by the Society at the Annual General Meeting held on
Monday 16th June 2025.

This Constitution is supplemented by the Society’s Handbook which includes the Code of
Practice, Policies, Procedures, Job Descriptions and Working Procedures related to individual
functions and activities