1. The Society shall be called the Irish Legal History Society.
2. The objects of the Society shall be to encourage the study and advance the knowledge of the history of Irish law, especially by the publication of original documents and of works relating to the history of Irish law, including its institutions, doctrines and personalities, the award of bursaries, prizes or medals, and the reprinting or editing of works of sufficient rarity or importance.
3. The management of the affairs and funds of the Society shall be vested in a Council consisting of the President, two Vice-Presidents, two Joint Treasurers, two Joint Secretaries, any Editor or Editors appointed under Rule 10, the immediate ex-President and not more than 15 ordinary elected members. The quorum for meetings of the Council may be determined by the Council. The Council may adopt from time to time such procedures as they may think fit for the despatch of any business of the Council occurring between meetings, including (without limitation) the circulation by email or other forms of electronic communication, under the authority of the President, of proposals for consideration with a view to ascertaining the sense of members of the Council on such proposals. The Council may also make such arrangements as they may think fit for participation in their meetings by means of electronic communications. The provisions of this rule shall apply, with all necessary modifications, to meetings of sub-committees of the Council.
4. Ordinary membership of the Society shall be constituted by election by the Council and by the payment of the annual subscription. Such membership shall cease if the subscription is in arrear for two successive years. Provision may be made by the Council from time to time for life membership, for honorary membership and for the election of patrons of the Society.
5. The amount of the annual subscription (which may be expressed in sterling and in euro and/or in another currency or currencies) shall be fixed by the Council from time to time, and different rates may be fixed for different classes of member. All subscriptions shall be payable on 1st July in each year, in such manner as the Council may from time to time reasonably prescribe.
6. The President shall be elected annually at the Annual General Meeting and shall be eligible for re-election, but no person shall hold office as President for more than three years. The Vice-Presidents, Secretaries, Treasurers and ordinary members of the Council shall be elected annually at the Annual General Meeting, and shall be eligible for re-election. Each person elected under this Rule shall hold office until the conclusion of the next following Annual General Meeting.
7. Any election for an office or for ordinary membership of the Council shall be conducted in such manner or by such procedure as may be prescribed by the Council, which may also (if they think fit) prescribe procedures for the nomination of candidates for election.
8. The Council may fill casual vacancies in the Council. Persons so appointed shall hold office until such time as the Council is reconstituted under the procedure set out in Rule 6.
9. The Council shall have the power to co-opt not more than three members of the Society who, in their opinion, may be fitted to render special service in promoting the objects of the Society.
10. The Council may appoint an Editor or Editors to hold office for such time and/or on such basis as the Council may from time to time determine. If any Editor is not at the time of his or her appointment a member of the Council, he or she shall ex officio be a member. Subject to the control of the Council, and to the functions of any editor(s) appointed with respect to any particular publication(s) of the Society, it shall be the duty of the Editor or Editors to supervise the editing of the publications of the Society and generally to advise the Council with respect to carrying the objects of the Society into effect. The Council may make such arrangements for the remuneration (if any) of the Editor or Editors as they may from time to time think fit.
11. The Council may appoint such other officers having such duties (including, without limitation, the editing and maintenance of the website of the Society and its engagement and participation in social media) and at such remuneration (if any) as they shall from time to time think fit.
12. The Council may from time to time constitute an executive sub-committee, consisting of the President, the Secretaries and the Treasurers, and any Editor appointed under Rule 10. Within any guidelines that may be set down by the Council, and subject where appropriate to ratification of any matters by the Council, such sub-committee may manage under such delegation the affairs of the society between meetings of the Council. The Council may from time to time constitute such other sub-committees having such functions (including, without limitation, the publications of the Society and its finances) and such membership (and such term(s) of office) as they think fit.
The President shall be a member of each sub-committee. Persons who are not members of the Council may be appointed to be members of a sub-committee, but at any meeting of a sub-committee no business shall be transacted and no resolution shall be adopted unless a majority of those in attendance are members of the Council and any such resolution is approved by a majority of such members of the Council in attendance. Any such sub-committee shall have authority, having consulted the Council or as the case may be the executive sub- committee, to co-opt not more than two members.
13. Each member of the Society in good standing shall be entitled to one copy of every work published by the Society on such terms as the Council may from time to time determine.
14. An annual account of the income and expenditure of the Society shall be prepared by the Treasurers and, having been approved by the Council, on the recommendation of the executive sub-committee (or of any finance sub-committee that may have been appointed under Rule 12) and having been audited by the auditor or auditors appointed by the Society, shall be presented to the Annual General Meeting. The Council may make such arrangements as they think fit from time to time to make copies of such accounts available to members not in attendance at the Annual General Meeting, if such accounts have not been circulated with the notice of such meeting. Such arrangements may include (without limitation) forwarding copies to members by post or placing a copy on the website of the Society.
15. An Annual General Meeting of the Society shall be held at such time and place as the Council may decide, provided
(a) that an Annual General Meeting is held at least once in each calendar year and
(b) that such meeting shall be held in alternate years in the two separate jurisdictions in Ireland.
The Council may upon their own resolution, and shall at the request in writing of not less than 10 members, call a Special General Meeting. At least 14 days’ notice in writing shall be given of the time and place of the Annual General Meeting or of any Special General Meeting, and of the items on the Agenda to be discussed (or, as the case may be, to be considered and if thought fit approved) at the meeting.
16. The Secretaries shall discharge all secretarial functions of the Society, including the keeping of such records (whether in a minute book or otherwise) as may reasonably be required of the transactions at all meetings of the Council and at General Meetings of the Society. Proper records in summary form shall also be kept of the transactions at all meetings of sub-committees of the Council. The Council may make such arrangements as they think fit from time to time for the safe keeping of archives of the Society.
17. These Rules may be repealed, added to or amended from time to time at any general meeting of the Society, provided that –
(a) notice in writing of the proposed repeal, addition or amendment (if not proposed by the Council or by any such sub-committee as is referred to in Rule 12) shall be given to the Secretaries not less than 21 days before the meeting, and have been included in the Agenda circulated for that meeting, and
(b) no such proposed repeal, addition or amendment shall be adopted or have effect unless approved by affirmative vote of not less than two-thirds of the members of the Society present and voting at such meeting.
18. All references in these Rules to writing shall include recording and communication in any lawful and accepted form of electronic recording and communication.