POTTERS BAR AND DISTRICT PHOTOGRAPHIC SOCIETY CONSTITUTION

Adopted 14^th October 2013 (Revised June 2017)

1. Name
1.1 The Society shall be called the ‘Potters Bar and District Photographic Society’.

2. Affiliation
2.1 The Society shall be affiliated to an Appropriate Association of Photographic Societies selected by the
Committee.

3. Objects
3.1 The objects of the Society shall be to promote, encourage and facilitate interest and participation in all aspects
of photography.

4. Membership
4.1 Membership shall be open to anyone interested in photography.
4.2 Any person interested in becoming a member can attend up to 3 meetings without charge or commitment.
4.3 Candidates for membership shall be provided with an application form and a copy of the Constitution. The
completed application form will be submitted to the Committee for approval. The Committee in considering
applications for membership must act reasonably PROVIDED THAT the Committee may delegate the power to admit
new members to the Membership Secretary who shall report to the Committee upon each candidate that shall have
been accepted for membership BUT shall refer to the Committee the application of any candidate for membership that
it is intended to refuse or of whose suitability for membership the Membership Secretary may be unsure.
4.4 Approved candidates will pay the appropriate annual subscription in full or an agreed proportional payment
before becoming members. The Treasurer will decide the appropriate proportional payment in the event of a part year
payment.
4.5 On becoming a member applicants agree to be bound by the Constitution and Competition Rules.
4.6 There shall be the following categories of membership:
Junior/Student Members shall have the same rights and obligations as full members but shall be under the
age of 25 years and be in full time education or training.

5. Subscriptions
5.1 The Committee shall decide the amount of the yearly subscriptions for all categories of membership save that
honorary members shall not be required to pay a subscription. The amount of such subscription(s) shall be published
at least two calendar months prior to the end of the preceding financial year.
5.2 Subscriptions shall become due and payable by no later than upon expiration of the first calendar month of the
financial year.
5.3 Failure to make payment by the expiration of the third calendar month of the financial year shall be deemed to
be a resignation from membership of the Society.
5.4 In the case of hardship the Committee at its discretion may waive and/or accept payment by instalments all or
part of any subscription otherwise due.

6. Management
6.1. The management of the Society shall be vested in the Committee that shall comprise the following: –
a. The Society Officers namely the President, Secretary, Treasurer and save as hereinafter appears the VicePresident;
and
b. Such other members as are considered appropriate.
6.2. The Committee must meet at least 4 times a year.
6.3. No less than five persons entitled to sit on the Committee to include at least one Society Officer must be
present to constitute a quorum.
6.4. The Committee shall be chaired by the President or in the absence of the President by the Vice-President or
in the absence of them both, such Society Officer or Committee Member as the President shall nominate.
In the absence of the President or his or her nominee, the members present shall elect a chairman. For the avoidance
of doubt a Society Officer must be present to constitute a quorum pursuant to Clause 6.3.
6.5. If the Secretary is not present at the meeting then a Secretary of the Meeting shall be appointed by the
President or in the absence of the President by the Chairman of the Meeting.
6.6. Matters arising at Committee meetings shall be decided by a majority of votes of those present. In the case
that the Committee votes shall be equally divided the chairman of the meeting shall have a casting vote.
6.7. The Secretary shall keep minutes of all Committee meetings and these will be circulated following the meeting
to all Committee members and confirmed as accurate in the next Committee meeting.
6.8. To the intent that they shall be published within 28 days of each Committee Meeting, when the Secretary and
Chairman of the Meeting shall have agreed the minutes as accurate they shall be published to the membership SAVE
THAT any matter that can fairly be considered personal to a particular Member or Members shall be edited out. When
publishing the minutes the Secretary shall endorse them with a note to that effect AND that they are subject to formal
adoption by the Committee at its next following meeting AND THAT they shall be republished in the event that there
shall be substantial amendments required.
The President shall decide whether an amendment is substantial AND the President’s decision shall be final.
6.9. The Committee may appoint sub-Committees which shall report to the Committee and must include at least
one Committee member.
6.10. Sub-Committees may not incur or promote expenditure on behalf of the Society.
6.11. The Committee shall cause a suggestions book to be available and be kept open to Members and Members’
suggestions shall be considered at each Committee Meeting. Members’ suggestions shall be responded to within the
book and/or where thought appropriate by other communication to the Membership

6.12. The Committee shall ensure that as far as reasonably possible the management of the Society shall be open
and transparent to the intent that the membership shall be aware of what is happening at the Society BUT this
obligation shall not be construed as requiring the Committee to disclose, reveal or comment upon matters that are
personal to a particular member or members.
6.13. One Society evening in each year shall commence with an informal forum of members to ascertain what they
require from the Society and whether it is being provided.
While the meeting will be informal it shall be chaired by the President or in the absence of the President by the VicePresident or in the absence of both the President and the Vice-President such Society Officer or Committee Member,
as the President shall nominate.
The Chairman of the meeting will report back to the Committee at the next following Committee Meeting

7. Election Of Society Officers and Committee Members
7.1. Save as hereinafter appearing Society Officers and Committee Members must be elected (or re-elected) at
the AGM upon the following criteria:
1. Existing Society Officers and Committee members are eligible for re-election. A Committee Member shall
hold a Committee Post for a maximum of 4 years. If no candidate for the vacated post is nominated after
four years, the incumbent may continue in office until a nomination under 2a or 2b is received and voted in.
2. Nominations for new members to the Committee may be made either:
a. By the Committee in which case no further proposer or seconder shall be required; or
b. By the membership in which event the nomination must be accompanied by a proposer and a seconder
entitled to vote at General Meeting.
Nominations for the Committee must be lodged with the Secretary at least 42 days prior to the AGM and the Secretary
shall include them in the General Meeting Agenda hereinafter referred to.
7.2. If there are more nominations than Committee positions available a secret vote shall be taken.
7.3. The Vice-President shall be appointed to the Committee and shall become President without further vote.
Save in the circumstances mentioned in Clause 7.4, the President shall hold office and shall remain a Committee
Member until the expiration of the initial term defined in Clause 15.7 herein.
7.4. In the event that, at his or her election to the office, the Vice-President shall be prepared to give, and the
Membership shall be prepared to accept, the Vice-President’s commitment to remain President and Committee
Member for one further term as defined in Clause 15.8, the office of Vice-President shall remain vacant for the period
of the initial term and at the expiration of the initial term the President shall be re-appointed to the Committee and to
the Presidency for the further term without further vote.
7.5. The President shall not serve as President for more than two consecutive years.
7.6. During the course of the year, if a Committee position becomes vacant (or a new position is required) a
member may be co-opted on to the Committee.

8. Financial Matters
8.1 The Society shall maintain such bank accounts and other financial records, as the Committee shall consider
appropriate.
8.2 All payments or withdrawals from any of the Society’s bank accounts in excess of the sum authorised by the
Committee for single signature withdrawal pursuant to Clause 8.3 must be authorised by two Committee members
one of whom must be the Treasurer (or in his or her absence a Society Officer).
8.3 The Committee may authorise the signature of the Treasurer alone as being sufficient for payments below
£500 or such other sum as may be approved at general meeting. The Treasurer shall report on all material payments
to the Committee at every Committee meeting

8.4 The society’s financial year shall end on 31st December in each year or upon such other date as the
Committee may approve, after which the accounts must be presented at the next AGM for approval by the members.

9. Audit
9.1 At every AGM a suitably qualified person, who is not a Committee member shall be elected to serve as
auditor for the ensuing year and shall audit the accounts not less than 14 days prior to the subsequent AGM.

10. General Meetings
10.1 An AGM shall be held each year no later than three calendar months after the expiration of the financial year
AND the date of the AGM shall be published within the Society’s programme of events.
10.2 The AGM shall inter-alia receive and adopt the Annual Report; receive and adopt the accounts to the yearend prior to the AGM, elect the Society Officers (save as hereinafter provided other than the President) and
Committee Members and Society auditor AND consider and vote upon properly submitted resolutions PROVIDED that
should the office of Vice-President be vacant at the AGM in which the President is to retire the incoming President
shall be elected at the said AGM.
10.3 The Secretary must publish notice of the AGM or any Extraordinary General Meeting not less than 28 days
prior to any such meeting.
10.4 Members wishing to move a resolution at the AGM must lodge the same with the Secretary not less than 42
days before the AGM. The resolution must be signed as proposer and seconder by two members entitled to vote on
the issue at general meeting.
10.5 The Secretary shall publish the agenda for the AGM, and a copy of the minutes of the last AGM not less than
14 days prior to the AGM.
10.6 The AGM shall be chaired by the President or in the absence of the President by the Vice-President or in the
absence of the President such Society Officer or Committee Member, as the President shall nominate. In the absence
of The President, or President’s nominee, the members present shall elect a chairman.
10.7 At all General Meetings a quorum must be present which is to comprise not less than 25% of members
entitled to vote upon the issues before it.
10.8 The Committee can call for an Extraordinary General Meeting upon 28 days’ Notice given to the membership.
10.9 Members can require an EGM upon 35 days written notice to the Secretary signed by no less than 20
members or 25% of the total membership, whichever is the less, such requirement to include the resolution(s) which
are to be moved.
10.10 A copy of the Notice and the Agenda for any EGM shall be published no later than 14 days prior to the date of
the meeting.
10.11 Extraordinary General Meetings shall be chaired by the President or in the absence of the President by the
Vice-President or in the absence of them both by such Society Officer as the President shall nominate or in the
absence of a Society Officer such Committee member as the President shall nominate. In the absence of the
President, Vice-President or the President’s nominee, the members present shall elect a chairman.
10.12 The quorum for General Meetings shall be 25% of members entitled to vote at General Meeting.
10.13 Subject to the provisions of Clause 14 decisions at General Meeting will be carried by the majority vote of
those present and entitled to vote on the issue. In the event of there being no majority the Chairman of the Meeting
will have a casting vote.
10.14 The Secretary shall keep minutes of all General and Committee Meetings and shall except if otherwise
directed by the Committee conduct all formal correspondence of the Society.
10.15 To the intent that they shall be published within 28 days of a General Meeting when the Secretary and
Chairman of a General Meeting shall have agreed the minutes as accurate the minutes shall be published to the
membership but in the case of the publishing of the minutes of an AGM such publishing shall be subject to their
adoption at the next following AGM. In the event that the President or Chairman of the meeting shall consider that
matters should be omitted from the minutes because they pertain to a particular Member or Members then those
matters shall be omitted and the President’s decision to omit shall be final.

11. Expulsion
11.1 The Committee has the power to expel any member whose conduct is such that it would render continued
membership untenable and/or bring the Society into disrepute. Any such member has the right of appeal to the
Membership at an EGM upon 35 days written notice signed by no less than 10 members or 20% of the total
membership entitled to vote at General Meeting whichever is the less. Any member expelled is not entitled to a refund
of the subscription and shall return any trophies or other Society assets immediately to the Secretary.

12. Winding Up
12.1 In the event of the Society winding up, all assets will be raised and funds shall be distributed equally amongst
those paid up members (excluding associate, student/junior and honorary members) whose subscriptions are fully
paid at the time the decision to wind up is made.

13. Resignation
13.1 A member that shall resign from the Society shall not be entitled to a refund of his or her annual subscription
or any part thereof AND must return trophies or other Society assets to the Secretary immediately. The Committee
shall have the power (but not the obligation) to permit such a member to withdraw his or her resignation.

14. Amendments to the Constitution
14.1 The Constitution may only be amended at General Meeting where a majority of least two-thirds of the
members present that are entitled to vote are in favour.

15. Interpretation and Definitions and Abbreviations
15.1 The Committee shall be the sole authority for the interpretation of the Constitution and the decision of the
Committee is final.
15.2 The Constitution means this document.
15.3 Published shall mean written communication to Members by such means as the Committee shall consider
appropriate including by e-mail or other electronic transmission but in the event that communication is by e-mail then
print outs of the said e-mails shall be left by the Society Notice Board for collection by Members that do not have email addresses,
15.4 AGM shall mean Annual General Meeting.
15.5 EGM shall mean Extraordinary General Meeting.
15.6 General Meeting shall mean Annual General Meeting and/or Extraordinary General Meeting as the context
admits.
15.7 “Initial Term” shall mean the period from the AGM of the President’s election and expiring at the next following
AGM.
15.8 “Further Term” shall mean a term commencing at the expiration of the initial term and expiring at the next
following AGM.
15.9 “Committee Post” shall mean the office of all titled positions except that of President and Vice President.
15.10 Unless the context otherwise requires, the singular includes the plural and vice versa and the masculine
includes the feminine and vice versa.