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The Royal Charter of Incorporation 28 March 1849

Preamble

Victoria by the Grace of God of the United Kingdom of Great Britain and Ireland Queen Defender of the Faith To all to whom These Presents shall Come Greeting Whereas it hath been represented to Us ON the Petition of our Trusty and wellbeloved Henry Stein Turrell of Brighton Esquire that the said Petitioner together with others of our loving Subjects did in the year One thousand eight hundred and forty six associate themselves together in an Educational Institute called “The College of Preceptors” for the purpose of promoting sound learning and of advancing the interests of education more especially among the middle Classes by affording facilities to the Teacher for the acquiring of a sound knowledge of his Profession and by providing for the periodical Session of a  competent Board of  Examiners to ascertain and give Certificates of the acquirements and fitness for their office of  persons engaged or desiring to be engaged in the Education of Youth particularly in the Private Schools of England and Wales and that our said Petitioner and others have subscribed and collected considerable sums of money for carrying out the purposes aforesaid And that they Are also desirous to provide a Fund for the Relief of distressed Members of the said “College of Preceptors” and their Widows and Orphans And our said Petitioner believing  that the well being and usefulness of the said College would be materially promoted by obtaining a Royal Charter of Incorporation hath Most humbly prayed that WE should Grant to the Members of the said College our Royal Charter of Incorporation under such regulations and restrictions As might to US seem Expedient Now Know Ye that WE being desirous to facilitate the objects aforesaid have by virtue of our Prerogative Royal and of our especial grace certain knowledge and mere motion granted constituted and declared and do by These Presents for US our heirs and successors Grant constitute and declare that

Article 1     Incorporation  

The several Persons whose names Are now entered in the Register Book kept by the Secretary of the said College As Members of the said College and all persons who at any time hereafter shall be entered in the Register Book of the Corporation hereby constituted As Members of such Corporation shall but so long only As they shall continue Members of such Corporation according to the Rules and Regulations thereof be and they Are hereby constituted one Body Politic and Corporate by the Name of “The College of Teachers” for the purposes for which the said Association or College has been formed and shall by the Same Name have perpetual succession and shall have a Common Seal with Power to alter and renew the Same at their  discretion and shall by the Same Name sue and be sued implead and be impleaded and answer and be answered unto in every Court of Ourselves our heirs and successors

Article 2     Powers 

The said Corporation shall be capable in law to take purchase and hold to them and their successors any goods chattels and Personal property whatsoever and shall also be capable in law to take purchase and hold such Lands buildings and hereditaments As may be necessary for the purposes of the College with Power to demise alien and dispose of all or any such Lands Buildings and hereditaments goods chattels or Personal property and to do all other acts and things incidental or appertaining to a Body Corporate

Article 3     General Meetings

A General Meeting of the Members of the said Corporation shall be Held twice in every year at the Principal Office or place in the Occupation of the said Corporation or at such other place (to be named in the Notices to be given As hereinafter mentioned) As the Council hereinafter mentioned shall appoint ON the Fifth day of January and the Twenty fourth day of June or As near to the said days respectively As circumstances will admit

Article 4      Special General Meetings

It shall be lawful for the Secretary of the said Corporation and He is hereby required to convene at any time or Times in the year a Special General Meeting of the Members of the said Corporation at such Office or place As aforesaid ON being required so to do by any Twelve Members of the said Corporation by writing under their hands specifying the object or objects for which the Same is to be convened

Article 5      Notice of Meetings  

The Secretary shall give Fifteen days Notice of every such Ordinary or Special General Meeting As aforesaid to every Member of the said Corporation or send such Notice in writing by Post or otherwise to the address of every Member As Set down in the Register of Members and shall also give fifteen days notice of every such ordinary or special General Meeting by advertisements in two London daily newspapers

Article 6      Chairman of Meetings  

At every Ordinary or Special General Meeting before proceeding to other Business the Members present shall elect a Chairman who shall have a second or casting Vote in all cases where the Votes (including his First Vote) Are equal

Article 7      Adjourned Meetings

Any question or Business brought before any Ordinary or Special General Meeting may be adjourned but No New question or Business shall be entered upon at any adjourned Meeting

Article 8      Quorum 

No Business shall be transacted at any Ordinary or Special General Meeting unless Twenty five Members Are present but an Ordinary (but not Special) General Meeting at which less than Twenty five Members shall be present may by them be adjourned to a future day of which such notice shall be given as the Council hereinafter mentioned shall direct

Article 9     Treasurer 

There shall be a Treasurer of the said Corporation who shall be a Member thereof and that there shall be three Auditors Members of the Said Corporation who shall be elected at the first Ordinary General Meeting in every year and retiring Auditors shall at any time be re-eligible.

Article 10    Dean and Secretary  

There shall be a Dean and Secretary of the said Corporation and that The Reverend Richard Wilson Clerk, Doctor of Divinity shall be the first Dean

Article 11    Council

The Affairs of the said Corporation shall be managed and directed by a Council to consist of Forty eight Members And one fourth of the Members of the said Council shall go out of Office annually on the day of the first Ordinary General Meeting in the order to be determined by Lot or by agreement amongst the Members of the said Council until the whole Forty eight members to be elected as hereinafter mentioned shall have gone out of office and after the end of Four years from the date of this our Royal Charter the persons Members of the said Council who shall have been in Office Four years shall be the Parties to retire

Article 12    Council Meetings

Within three Calendar months from the date of this our Royal Charter the Secretary of the said Institution the Members whereof are hereby incorporated shall call a Special General Meeting of the said Members as hereinbefore is provided for the purpose of electing the said Forty eight Members of the said Council the Treasurer and the Secretary thereof and also three Auditors of the said Corporation (such Auditors to act for the current year) and the said Council shall meet at least eight times in every year at such periodical times as they shall appoint And no question shall be decided at any meeting of the Council unless at least Seven members thereof shall be present and vote on such question

Article 13    Annual Elections

The Members to supply the places of Members going out of office as aforesaid shall be elected at the first Ordinary General meeting in every year and retiring members may be re-elected.

Article 14    Officers of the Council

At the first meeting of the Council after such last mentioned General Meeting the Members of the Council shall elect a President of the Council and three Vice Presidents (all of whom shall be Members of the Council) And at every Meeting of the Council the President or in his absence the Vice President whose name shall stand first in the Register of Members shall take the Chair and in case neither the President nor any of the Vice Presidents shall be present then the Members present shall elect a Chairman

Article 15    Forfeiture of Council Seats and Filling of Vacancies

In case any Member of the Council shall die the Council shall elect a Member to supply his Place And if any Member of the Council shall not attend any Meeting thereof for the space of Six consecutive Calendar months he shall thereupon cease to be a Member of the Council and the Council shall elect a Member to supply his Place and every Member so elected by the Council in any of the cases aforesaid shall retire at the time when his Predecessor would have retired in case he had continued to be a Member of the Council

Article 16     Special Meetings of the Council

The Secretary shall at any time or times call a Special meeting of the Council on being required so to do by any six Members of the Council by writing under their hands specifying the object or objects for which such Special meeting is to be convened And the Secretary shall give ten days Notice of every such Special meeting to every Member of the Council in like manner as is hereinbefore directed with respect to General meetings of the Members of the said Corporation

Article 17 Powers of the Council

Every Person (being a Member of the said Corporation) who shall at any time have filled the Office of the President of the Council shall be a Member of the Council for his life or so long as he continues to be a Member of the Corporation in addition to the said Forty eight Members thereof and notwithstanding he may not attend as aforesaid and the Council for the time being shall have the Custody of the Common Seal of the said Corporation with power to use the same for the affairs and concerns thereof [And] shall have full power and authority to direct and manage such affairs and concerns and to contract for and purchase Messuages Lands and Hereditaments (within the limits aforesaid as to extent and value) and goods and chattels for the use of the said Corporation and to demise sell or otherwise dispose of any property whatsoever real or personal belonging to the said Corporation

Article 18     Report of Proceedings and Audit of Accounts
The Council shall lay before every Ordinary General meeting of the said Corporation a Report of their proceedings during the preceding Six Months and shall also cause their accounts to be balanced up to the Thirtieth day of June in every year and the accounts so balanced shall be audited and examined and signed by two at least of the Auditors for the time being And an Abstract of such accounts showing the income and expenditure and the debts and Credits of the said Corporation shall be signed by two at least of the said Auditors and shall be deposited for Seven days at least previously to the first Ordinary General meeting in every year at the Office of the Secretary for the inspection of any of the Members of the Corporation And the same shall be produced and read by the Secretary at such first Ordinary General Meeting in every year and after the same shall have been approved at such General meeting and signed by the Chairman thereof the signature of such Chairman shall be evidence of such approval and the Accounts when so signed shall be conclusive against all Members of the Corporation

Article 19     Other Powers of the Council

The Council shall have power from time to time to remove the Dean Treasurer and Secretary and every other Officer of the Corporation except the Auditors and to nominate others in their room to nominate Examiners either with or without remuneration to appoint the times manner and Subjects of Examination to grant or refuse diplomas or Certificates to fix the amount of Subscriptions payable by Members and the Fees payable on receiving diplomas or Certificates to make Rules for the Election of Members and generally to make all such Bye laws for the management of the affairs of the said Corporation at the furtherance of the aforesaid objects thereof (not contrary to the Laws of this our Realm or this our Charter) as shall to them seem fit

Article 20     Power to General Meeting to Annul Bye Laws

Any Rule or Bye law made by the Council may be reversed or annulled at any Ordinary or Special General Meeting of the said Corporation And the Council shall not have the power to make any Rule or Bye law contrary to any Rule or Bye law made at any Ordinary or Special General Meeting

Article 21     Application of Surplus Funds

The Surplus Funds of the said Corporation after defraying the Ordinary expenses thereof shall be applied by the Council but with the consent and by the direction of a General Meeting in every particular case in or towards the maintenance of Poor or diseased Members of the College or of the Widows or Orphans of deceased Members or in or towards the founding or endowing of Normal or Training Schools or in instituting Lectureships on any Subject connected with the Theory or practice of Education or in or towards founding Branch Institutions in connection with the said College hereby incorporated or in any other manner calculated to advance the cause of Education or the interests of the Scholastic Professions particularly within England and Wales

Article 22     Revocation, addition or amendment

The Corporation may by resolution in that behalf passed by not less than two-thirds of the Members present and voting in General Meeting revoke, add to or amend the provisions of this Our Charter and such revocation, addition or amendment shall when allowed by Us, Our Heirs or Successors in Council become effectual so that this Our Charter shall henceforth continue to operate as though it had been originally granted and made accordingly. This provision shall apply to this Our Charter as revoked, added to or amended, by Supplemental Charter or in manner aforesaid, provided that no revocation, addition or amendment shall be made which shall cause the Corporation to cease to be a charity at law.

IN WITNESS WHEREOF We have caused these Our Letters to be made Patent
WITNESS OURSELF AT WESTMINSTER the fifteenth day of May in the forty-seventh year of Our Reign

 

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