The Retired Railway Officers’ Society
Rules of the Society
Approved at a Special General Meeting held on the 5th October 2026, revising those originally agreed at the Railway Clearing House, London, on 1st July 1902, and amended at later General Meetings.
Note: Defined terms used in this document, identified by initial capital letters, are listed at the end.
NAME
1. The Society’s name shall be "The Retired Railway Officers' Society".
OBJECTS
2. The Society’s objects are:
a. to bring together Retired senior managers and executives from the Railway Industry by enabling them to maintain friendships formed during business life and develop new ones; and to offer social and intellectual stimulation through a varied programme of member activities and discussion of matters of common interest.
b. to seek to protect members’ interests in all respects relating to pensions, travel rights and facilities.
MEMBERSHIP
3. All applications for membership shall be considered by at least 5 members of the Committee.
4. The following persons are eligible for membership:-
a. As Ordinary Members
Retired managers and executives from the Railway Industry world-wide who for a period of at least five years during Railway Industry employment held a position of responsibility and seniority and, on assessment by the Committee, are considered to meet this qualification.
b. As Honorary Members
Persons sympathetic to the Society’s objects who while not qualifying for Ordinary membership could exercise beneficial influence on the Society’s behalf.
c. As Associate Members
Persons associated with the wider railway industry, not qualified as Ordinary Members who in the opinion of the Committee would further the Society’s objectives through their association with it.
5. Persons eligible for Ordinary or Associate membership desiring to join the Society, shall be proposed and seconded by two Ordinary Members of the Society. Their names and records, including particulars to indicate eligibility, with emphasis on the last five years’ service, shall first be sent to the Membership Secretary and subsequently brought to the notice of the Committee. If the Committee approve, the nominators will be asked to propose the candidate for election and the Secretary shall put a notice under the head of "Proposed New Members" on the agenda for the next meeting as follows:
.......................will propose and
.......................will second the election of
.......................as an Ordinary or Associate Member of the Society.
6. Each candidate's career shall be summarised to include initial and final post in railway (and other) service and shall be included on the agenda for information of the Members.
7. Candidates for Honorary Membership shall be proposed by the President and at least four other Committee members, and such names shall be placed on the agenda of the next available meeting for election by Ordinary Members.
8. Persons resident in Scotland are eligible for election as Ordinary or Associate Members. The Society will endeavour to maintain close and cordial relations with the independent Retired Railways Officers’ Association – Scotland (RROAS), and RROAS members are welcome to participate in activities organised by the Society subject to any conditions the Committee may impose.
9. The Society shall normally communicate with members by electronic means, and each member on entry shall advise the Society of an electronic mail address for this purpose and promptly advise the Society if it changes. The Society may make a reasonable charge for sending communications by post.
PRESIDENT and VICE-PRESIDENT
10. The President shall normally serve for one year and shall be ineligible for re-election for the following 2 years. A Vice-President shall be elected annually and shall normally succeed to the office of President a year after election, subject to an affirmatory vote at the Annual General meeting. If a Vice-President is unable or unwilling to serve as President the Committee shall nominate another Ordinary Member for election.
THE COMMITTEE
11. The Committee shall direct the Society’s affairs, and shall consist of:
a. The President
b. (Normally) Past Presidents for one or at most 2 years after serving as President
c. The Vice-President
d. Three Officers, all subject to annual election by Ordinary Members: :
i. The Secretary
ii. The Treasurer
iii. The Membership Secretary
e. Further Committee members, all subject to annual election by Ordinary Members
12. During any year the Committee may co-opt further members as and when the situation demands to serve until the next annual general meeting and shall inform members of such appointments. The Committee may propose co-opted members for election at a subsequent annual general meeting.
13. The Committee shall keep its size under review, seeking to balance an adequate spread of competencies and provision for succession with the needs of effective decision-making.
14. The Committee shall normally meet each month; Committee members unable to attend in person may participate by Suitable Electronic Means.
CONSTITUTION
15. The Society shall be controlled and managed in accordance with these Rules.
16. The business transacted at meetings of the Society shall be confined to the subjects entered on the agenda; but any matter of moment may be dealt with provided the President for the day and the majority of the members then present so determine, except as provided in paragraph 33.
VOTING POWER
17. Voting power shall be limited to Ordinary Members. Unless provided for elsewhere in these Rules decisions shall be made by simple majority of those voting. The President of any meeting shall have a casting vote.
SUBSCRIPTIONS
18. Payments to the Society shall be as follows, or such amounts as are agreed at Annual or Special General Meetings:
a. Ordinary Members
i. the Entrance fee to be determined after annual review by the Committee and reported to the subsequent meeting.
ii. Annual Subscriptions, due upon entry unless otherwise stated (see below) and on the 1st January each ensuing year, to be determined after annual review by the committee and reported to the subsequent meeting.
iii. Ordinary Members elected in September, October, November or December shall have their annual subscription waived for the remainder of the year of their election.
iv. In the case of Ordinary Members suffering from long-term ill health or in other special circumstances the Committee may at its discretion abate subscription levels.
v. Members not renewing their membership by paying their subscription by 31st March shall be deemed to have resigned.
vi. New Members shall be required to set up a Bankers' Standing Order for annual subscription payments.
b. Honorary Members
i. No Payment
c. Associate Members
i. As for Ordinary Members and subject to any special arrangements proposed by the Committee on an individual basis.
PRESIDENT
19. The President shall preside at the Society’s meetings unless absent in which case the Immediate Past President shall act, and so on in reverse order. In the event of a lengthy absence of the President, the Vice-President shall temporarily take over the post’s duties.
SECRETARY
20. The Secretary shall fulfil the ordinary duties of a secretary, inter alia:
a. Call all meetings.
b. Ensure that minutes of meetings are made and kept.
c. Manage the Society’s website unless the responsibility is assigned to another Committee member.
TREASURER
21. The Treasurer shall:
a. Collect all monies.
b. Make such payments as are wholly necessary for the activities and commitments duly authorised or sanctioned by the Society.
c. Keep the accounts of the Society.
d. Submit the Statement of Accounts at the Annual General Meeting.
e. File accounts and tax computations as required to relevant authorities.
f. Review the Society’s Reserves Policy at intervals of not more than three years to keep it relevant and current, and bring the findings to the Committee’s attention.
22. All monies received for or on behalf of the Society shall without undue delay be deposited in an account in the name of the Society at a bank to be approved by resolution of the Society.
23. Authorised signatories to banks are the Treasurer, Secretary and one other Committee member to be approved by the Committee. Instructions for payment from the Society’s Business (current) account up to £2000 may be approved by one of the authorised signatories and above £2000 by two of the authorised signatories. All 3 authorised signatories shall have access to the Society’s Business Account, and be issued with a debit card applicable to the account. Payments from the Society’s deposit account must be approved by the Treasurer and one other authorised signatory.
24. Instructions for the transfer of funds between two accounts held by the same bank require the signature of one of the authorised signatories.
MEMBERSHIP SECRETARY
25. The Membership Secretary shall
a. Receive and examine applications for membership, and submit applications to the Committee for consideration
b. Arrange the induction of new members
c. Maintain a current database of members
d. Communicate as necessary with members and their families
e. Collect news of members for announcement.
ORDINARY MEETINGS
26. The Ordinary Meetings of the Society shall, in principle, be held on the first Monday of each month. The Society shall have regard to the locational distribution of Ordinary Members’ places of residence in selecting meeting venues.
SOCIAL MEETINGS AND ENTERTAINMENTS
27. Meetings of members for social purposes, such as dinners, excursions, etc., shall be organised by or with the agreement of the Committee, and shall be advertised to all members.
INDEPENDENT EXAMINATION OF ACCOUNTS
28. The Society’s annual accounts shall be independently examined by two suitably qualified persons
ANNUAL GENERAL MEETING
29. A General Meeting of the Society shall be held annually, normally in February: to
a. receive the President's report of the previous year's transactions;
b. receive the Honorary Treasurer's Statement of Accounts and the Independent Examiners’ report;
c. elect the President for the year;
d. elect the Vice-President for the year;
e. elect the Officers and other Committee members for the year;
f. elect two members of the Society as independent examiners, who will examine and certify the Statement of Accounts; and
g. consider any alterations to the Rules which have been notified in the agenda issued for the meeting.
30. Not less than 7 clear days before the Annual General Meeting the Secretary shall issue the agenda to all members, which shall include the names of persons nominated for election.
31. In exceptional circumstances at the Committee’s discretion members may participate by Suitable Electronic Means.
HONORARIA
32. The Officers shall each be entitled to an annual honorarium paid from Society funds, the amount(s) to be set in the first instance at an annual general meeting and subsequently varied each year by Inflation if positive.
SPECIAL MEETINGS
33. Special Meetings, to consider one or more specific matters may be convened at any time, either by the Committee, or at the written request of twenty-five Ordinary Members. Special Meetings requested by members shall be convened within 28 days of the request’s date. Agendas for Special Meetings shall be published at least 7 clear days before the meeting. At such meetings only the business specified in the agenda shall be considered. In exceptional circumstances at the Committee’s discretions members may participate by Suitable Electronic Means.
DATABASE OF MEMBERS
34. All members shall have secure private access to the database; they must keep its contents confidential and not use them for commercial or promotional purposes.
ALTERATION OF RULES
35. No alteration or addition to these Rules shall be made without a two-thirds majority of those members present at the Annual General Meeting or a Special General Meeting called for the purpose. Any proposed alteration or addition shall be placed on the agenda for the meeting.
DISSOLUTION
36. If the Committee considers it no longer possible to fulfil the Objects of the Society, they shall put a resolution to all the Ordinary Members by ballot, stating the reasons for the proposed dissolution together with the terms thereof. The approval of such a resolution shall require the support of 75% of the Ordinary Members voting.
37. The Society’s officers, overseen by auditors, shall be responsible for administering the dissolution procedures. A quorum of not less than three such officers shall be required and, if necessary, professional services shall be obtained either from existing members or independent advisers. Their duties shall include the realisation of all assets and the payment of all creditors. Ordinary Members’ individual liability for any deficiency in the total assets available shall be limited to £1, and the Committee members for the time being shall be liable for making up any residual deficiency. The disposition of any residue shall be decided by the Ordinary Members of the Society for the time being.
38. The Society may take out indemnity insurance to provide appropriate cover for its management.
Definitions
“Immediate Past President” = the president for the year immediately previous
“Inflation” = the annual change in the value of money as reported for September each year in the Consumer Prices Index published by the Office for National Statistics
“Officers” = the office holders specified in paragraph 11d
“Railway Industry” = companies or other organisations currently or previously responsible for providing, regulating, planning or administering rail transport services and the supply of infrastructure, equipment and specialist support and advice to enable the provision of rail transport services.
“Retired” = no longer directly employed in theRailway Industry
or if so, eligible to receive pension benefits accrued during qualifying employment
“Suitable Electronic Means” = a method decided by the Committee for conducting a meeting in which at least one participant is remote from the meeting place but all participants are able to communicate with each other.