This is NOT the definitive document regarding the Byelaws. The original can be downloaded (in PDF format) by clicking here.

The Institute of Brewing & Distilling
Company Number: 1217770
THE COMPANIES ACTS 1985 TO 1989
COMPANY LIMITED BY GUARANTEE AND NOT HAVING A SHARE CAPITAL

BYELAWS

1. In these Byelaws of The Institute of Brewing & Distilling (“the Institute”):

1. unless the context otherwise requires, words and expressions defined in the Articles and not defined below shall have the respective meanings given to them in the Articles and:

1. The expression “individual” shall mean a natural person in his personal capacity and not in a representative or a fiduciary capacity. The term “person” shall, unless the context otherwise requires, include any natural or legal person and any body of persons corporate or unincorporate.
2. In relation to electronic communication the expression “address” shall include any number or address for the purposes of such communication and “communication” and “electronic communication” shall have the same respective meanings as in the Electronic Communications Act 2000.
3. Words importing the singular number only shall include the plural number and vice versa. Words importing the masculine gender only shall include the feminine and neuter genders and vice versa.
4. Any reference to a statute or statutory provision includes a reference to that statute or statutory provision as from time to time amended extended or re-enacted.

2. The Byelaws are made under authority conferred by the Articles. Without prejudice to the generality of that authority it is for convenience here recorded that the Byelaws define, regulate and prescribe among other things:

1. the categories and conditions of membership, and the mode of election and admission, and the obligations, privileges and benefits of the several classes of Members of the Institute;
2. the cases and manner in which Members of the Institute may be excluded or suspended from such membership;
3. the qualifications, mode of election and term of office of the President, the Deputy Presidents and the Treasurer, the number, qualifications, mode of election, and respective tenures of office of other members of the Council, and the quorum for meetings of the Council;
4. the relations of the Institute to such Sections of the Institute as may be established and to other societies or institutions having similar aims and purposes; and
5. the establishment and conduct of a journal or journals in whatever form (including, but not limited to, in print, audio, video or electronic form), and the appointment of an Editor or Editors of such journal or journals.

3. Membership of the Institute is made up as follows:

1.  It shall be of two classes, namely:

1. Voting Members
2. Non-Voting Members

2. Voting Members are also Statutory Members, and the class of Voting Members shall be sub-divided into the following categories, namely:

1. Fellows
2. Senior Members
3. Ordinary Members
4. (Corporate Members

3. Non-Voting Members are not Statutory Members, and the class of Non-Voting Members shall be subdivided into the following categories, namely:

5. Honorary Fellows
6. Honorary Members

4. Subject to the provisions of the Articles, a person who is not already a Member may only be admitted as a Member by being elected by the Council as a Member of a particular category, and the Council shall have an absolute and unfettered discretion to determine whether a candidate is eligible to be admitted as a Member of the particular category for which he has applied. Any application by a Member for admission as a Member of a different category from that in which he then falls shall (without prejudice to his existing status as a Member) be treated as a new application.

5. Without prejudice to Clause (iv) of this Byelaw, the requirements of the Council as to eligibility for admission to membership in the several categories are as follows:

1. Fellow –

1. is a distinguished Member with substantial experience and responsibility in the field of brewing, fermentation, distilling or associated activities; or
2. has over a number of years shown dedicated service to the Institute or to any or all of the brewing, fermentation, distilling and associated industries

2. Senior Member –

3. Ordinary Member –

4. Corporate Member –

5. Honorary Fellow –

6. Honorary Member –

4. The procedure for the election of Members shall be as follows:

1. Nominations for election as an Honorary Fellow or Honorary Member shall be by the Council and, subject to that, every candidate for election as a Member of the Institute shall be proposed on the appropriate nomination form which the Council may from time to time prescribe for this purpose.
2. The application of every candidate for election as a Member shall be in such form as the Council may from time to time prescribe for the category of membership being applied for and shall be delivered together with the appropriate nomination form to the Registrar who will send both forms to the secretary of the Section that the candidate wishes to join.
3. The secretary of the Section concerned shall submit the application and nomination forms to the committee entrusted by the Section with the vetting of applications for election as a Member and, without prejudice to the discretion vested in the Council under Byelaw 3, such committee shall:

1. enquire into the suitability and qualifications of the candidate (who may be invited to appear before them); and
2. have the power to recommend to the Council the approval or the rejection of each application submitted to the committee

4. After the vote has been taken pursuant to Clause (iii) of this Byelaw on whether to recommend the approval of an application, the secretary of the Section that the candidate wishes to join shall return the application and nomination forms for the application to the Registrar together with a certificate in writing from such secretary stating the outcome of the vote and the Registrar shall place the application and the outcome of the Section committee’s vote on it before the Council for consideration.

5. Subject always to the discretion vested in the Council under Byelaw 3, the election of any person as a Member of a particular category shall be by vote in Council on a show of hands and shall require a simple majority of the votes cast. Where proposals are under consideration for the election of two or more persons as Members the Council may deal with the proposals by a single vote or may divide the proposals and consider them separately in relation to one or more of the candidates.
6. A candidate shall be notified by the Registrar of the date and the result of the Council’s vote on his application and, unless the Council decides otherwise in the meanwhile, if the application has failed the candidate shall be ineligible for election for a period of twelve months from the date of the Council vote. The names of candidates rejected by Council shall be recorded in the minutes of the Council, but shall not be recorded in copies of the minutes circulated to Members or in other published documents.
7. No Subscribing Member shall be entitled to any of the rights and privileges of membership until he has paid his first annual subscription.
8. Without prejudice to the Institute’s obligation to keep a register of its Statutory Members for the purposes of company law (the “Statutory Register”) and to enter in it the particulars required by company law, the Registrar shall also keep a register of all its Members (the “Register of Members”), and shall cause to be entered in it the name, address and date of election of every Member, the class(es) of membership and the Section to which he belongs. In the case of a Corporate Member, the name of its appointed representative shall also be entered in the Register of Members. Every Member shall inform the Institute of each change in his address for entry in the Register of Members and, in the case of a Statutory Member, for entry in the Statutory Register.

5. The procedure for the election of Members shall be as follows:

1. Nominations for election as an Honorary Fellow or Honorary Member shall be by the Council and, subject to that, every candidate for election as a Member of the Institute shall be proposed on the appropriate nomination form which the Council may from time to time prescribe for this purpose.
2. The application of every candidate for election as a Member shall be in such form as the Council may from time to time prescribe for the category of membership being applied for and shall be delivered together with the appropriate nomination form to the Registrar who will send both forms to the secretary of the Section that the candidate wishes to join.
3. The secretary of the Section concerned shall submit the application and nomination forms to the committee entrusted by the Section with the vetting of applications for election as a Member and, without prejudice tothe discretion vested in the Council under Byelaw 3, such committee shall:

1. enquire into the suitability and qualifications of the candidate (who may be invited to appear before them); and
2. have the power to recommend to the Council the approval or the rejection of each application submitted to the committee

4. After the vote has been taken pursuant to Clause (iii) of this Byelaw on whether to recommend the approval of an application, the secretary of the Section that the candidate wishes to join shall return the application and nomination forms for the application to the Registrar together with a certificate in writing from such secretary stating the outcome of the vote and the Registrar shall place the application and the outcome of the Section committee’s vote on it before the Council for consideration.
5. Subject always to the discretion vested in the Council under Byelaw 3, the election of any person as a Member of a particular category shall be by vote in Council on a show of hands and shall require a simple majority of the votes cast. Where proposals are under consideration for the election of two or more persons as Members the Council may deal with the proposals by a single vote or may divide the proposals and consider them separately in relation to one or more of the candidates.
6. A candidate shall be notified by the Registrar of the date and the result of the Council’s vote on his application and, unless the Council decides otherwise in the meanwhile, if the application has failed the candidate shall be ineligible for election for a period of twelve months from the date of the Council vote. The names of candidates rejected by Council shall be recorded in the minutes of the Council, but shall not be recorded in copies of the minutes circulated to Members or in other published documents.
7. No Subscribing Member shall be entitled to any of the rights and privileges of membership until he has paid his first annual subscription.
8. Without prejudice to the Institute’s obligation to keep a register of its Statutory Members for the purposes of company law (the “Statutory Register”) and to enter in it the particulars required by company law, the Registrar shall also keep a register of all its Members (the “Register of Members”), and shall cause to be entered in it the name, address and date of election of every Member, the class(es) of membership and the Section to which he belongs. In the case of a Corporate Member, the name of its appointed representative shall also be entered in the Register of Members. Every Member shall inform the Institute of each change in his address for entry in the Register of Members and, in the case of a Statutory Member, for entry in the Statutory Register.

5. The Council may issue to each Member a certificate of his membership of the Institute specifying the class of membership and sub-division of it to which he is for the time being admitted. Every such certificate shall remain the property of the Institute and shall be returned on demand.

6. No subscription shall be required of Honorary Fellows or Honorary Members and, subject to this:

1. Every Member shall pay to the funds of the Institute on admission and for so long as he remains a Member such annual subscription of such amount and at such time as shall from time to time be required. Different subscriptions may be required for different categories of membership and for persons within the same category of membership who satisfy different criteria.
2. The rates of subscription (and, if different rates are to apply within a particular category, the criteria that determine which rate is to apply to each person within that category) will be approved by the Annual General Meeting and published in the Journal or on the Institute’s web site or both.
3. A new Member shall, unless otherwise ordered by the Council, pay the full amount of the annual subscription applicable to him for the year in which he becomes a Member; but new Members elected after 31st July in any year shall be admitted on payment of a reduced first annual subscription.
4. Without prejudice to Clause (iii) of this Byelaw, annual subscriptions shall be due on the first day of January in each year.

1. The provisions of this Byelaw apply to all Members.
2. A Member may resign his membership of, and withdraw from, the Institute at any time by notice in writing to the Secretary and membership shall be terminated by death.
3. Any Subscribing Member whose annual subscription is unpaid on the first day of March in any year, shall be sent a notice of this and, if the subscription is not paid on or before the last day of May in the same year, the Council may order such Member’s name to be removed from the Register of Members and, if he is a Statutory Member, from the Statutory Register and the removal shall be notified in the Journal or on the Institute’s web site or both, but without prejudice to the Institute’s right to sue for and recover arrears. If, however, the defaulting Member subsequently pays the arrears which are due from him and gives to the Council an explanation satisfactory to the Council for the delay in payment, the Council may reinstate him as a Member of the Institute and dispense with his re-nomination and re-election and, if he is reinstated as a Member, this shall be notified in the Journal or on the Institute’s web site or both.
4. If any Member is convicted of an indictable offence or adjudged bankrupt or makes a composition or arrangement with his creditors or, being a body corporate, goes into liquidation whether voluntary or not (except for the purpose of reconstruction) he shall thereupon cease to be a Member; provided that the Council may in their discretion reinstate him as a Member of the Institute and dispense with his renomination and re-election.
5. The Council may at its discretion cancel the membership of any Member at any time and may return or refuse to receive any subscription of such Member and shall not be required to give any reason for so doing.
6. If the conduct of any Member, including a Corporate Member, shall in the opinion of the Council be in any way reprehensible or injurious to the interests of the Institute, the Council shall call his attention to such conduct and request him to resign; and if the Member so requested shall not within fourteen days (or such longer period as the Council may in its absolute discretion allow) of receiving such request either resign or furnish an explanation of his conduct that is satisfactory to the Council, such Member shall cease to be a Member. This Clause (vi.) in no way restricts or limits the powers of the Council under Clause (v) of this Byelaw.
7. No refund of subscription will be made by reason of cessation of membership whenever and howsoever occasioned.

1. A Corporate Member may from time to time by writing, in such form as the Council shall prescribe, appoint or revoke the appointment of a representative for the purposes of its membership.
2. Any such representative need not be a Member.
3. Subject to Clause (iv) of this Byelaw, a representative of a Corporate Member shall, whether or not he is himself a Member, be entitled as such Representative and on the Corporate Member’s behalf to attend and speak and vote at all proceedings of the Institute, but no such Representative shall as such be eligible to hold office in the Institute.
4. The representation of Corporate Members at General Meetings is regulated by the Articles and by section 375 of the Companies Act 1985.

1. The Officers of the Institute for the purposes of the Articles are those designated in the Articles.
2. Without prejudice to the Articles, the Officers of the Institute are:-

1. the Honorary Officers, namely -

2. the Executive Officers, namely the Secretary and the following Officers appointed for functional purposes, namely -

1. The President and every Deputy President must be Statutory Members and be persons of distinction by virtue of their position in, or of the services that they have rendered to, the Fermentation Industries.
2. Subject to Clause (iii) of this Byelaw, the President and each Deputy President shall be nominated by the Council prior to and shall be elected at the Annual General Meeting. Unless otherwise determined by the Council, they shall hold their offices for a term of one year and two years, respectively.
3. The President or any Deputy President respectively may resign office at any time by notice in writing to the Secretary but may be removed from office only by a resolution passed by a three-fourths majority of all the members of the Council. Such resignation or removal of the President or, as the case may be, such Deputy President shall terminate his tenure of office as a member of the Council.
4.  If the office of the President or a Deputy President as a member of the Council is vacated pursuant to any provision of the Articles he shall thereupon cease forthwith to be President or, as the case may be, Deputy President.
5. If the office of the President or a Deputy President falls vacant the Council may appoint a person who is willing and qualified to act to fill that vacancy and the person so appointed shall hold office until the end of the next following Annual General Meeting.

1. The Treasurer must be a Statutory Member of the Institute. He shall be nominated by the Council prior to and shall be elected at the Annual General Meeting.
2. He shall be elected for one year and shall retire at the Annual General Meeting next following his election, but he shall be eligible for re-election.
3. The Treasurer may resign office at any time by notice in writing to the Secretary but may be removed from office only by a resolution passed by a three-fourths majority of all the members of the Council. Such resignation or removal shall terminate the Treasurer’s tenure of office as a member of the Council.
4. If the office of the Treasurer as a member of the Council is vacated pursuant to any provision of the Articles he shall thereupon cease forthwith to be Treasurer.
5. If the office of the Treasurer falls vacant the Council may appoint a person who is willing and qualified to act to fill that vacancy and the person so appointed shall hold office until the end of the next following Annual General Meeting.

12. Not less than thirty-five days before the Annual General Meeting in each year the Council shall give to each Voting Member a list in writing of the Honorary Officers of Council who retire at the meeting and the duly qualified persons whom the Council nominate to fill for the ensuing year the vacant posts to which they are entitled to nominate.

1. The Treasurer shall open and keep, in the name of the Institute, an account or accounts with a bank or banks in London or elsewhere with the approval of the Council; and all monies paid to and received by him for and on account of the Institute shall forthwith be paid to the credit of such account or accounts.
2. The Treasurer shall direct and generally superintend the keeping of the accounts of the Institute, and shall present at each Annual General Meeting a statement of the income and expenditure of the Institute, and a balance sheet for the year ending on the 31st day of December prior to the meeting.

14. The Secretary (who need not be a Member) is appointed by the Council under and in accordance with the Articles. In addition to his duties under the Articles, under company law, and as may be expressly assigned to him by the Council, he shall be responsible to the Council and his duties shall include the following:

1. to be and to discharge the office of Chief Executive of the Institute and, as such, manage and conduct the business of the Institute under the direction of the Council; and
2. in his capacity as Secretary to attend and keep or, in the absence of the appointment by the Council of an assistant or deputy Secretary, to procure that the person to whom the Secretary shall delegate such tasks shall attend and keep, the minutes of the proceedings at General Meetings of the Institute and at meetings of the Council.

1. The Institute shall employ an Accountant who shall, unless the Council otherwise direct, be appointed by the Chief Executive on such terms as the Chief Executive thinks fit.
2. The Accountant shall be responsible to the Chief Executive and under the supervision of the Treasurer for keeping the books of account of the Institute.

1. The Institute shall employ a Registrar who shall, unless the Council otherwise direct, be appointed by the Chief Executive on such terms as the Chief Executive thinks fit.
2. The Registrar shall be responsible to the Chief Executive and under the supervision of the Treasurer for keeping the Membership Records of the Institute.

1. The Council shall consist of the following members -

1. the President ex officio;
2. the Deputy Presidents ex officio;
3.  the Treasurer ex officio;
4. the Immediate Past President (that is to say the person who last held office as the President either before the person who then holds the office of President or, if that office falls vacant in mid-term, before the person who last vacated the office o
5. every Chairman of a designated standing sub-committee to the Council who is willing to act as a member of the Council and who is not otherwise already a member of the Council. For this purpose a “designated standing sub-committee to the Council” means a standing sub-committee to the Council then designated by the Council for the purpose of this provision of the Byelaws and, as at the date of the adoption of these Byelaws, the standing sub-committees to the Council that are so designated are (1) Management, (2) Education & Training, (3) Strategic Development and (4) Publications & Communications;
6. the Council member appointed by the Guild Trust pursuant to Clause (ii) of this Byelaw;
7. each Chairman of a Section ex officio if he is willing to act as a member of the Council or, in his stead, the appointee appointed pursuant to Clause (iii) of this Byelaw; and
8. each Member who is appointed under Byelaw 22(viii) by a Section of the Institute

1. no person shall be eligible to be a member of the Council who is not a Voting Member at the date when his tenure of office on the Council is to commence;
2. and tenure of office as a member of Council is terminable as provided by the Articles and the provisions of section 293 (aAge limit for directors) of the Companies Act 1985 shall apply as if the Institute were a public company.

2. The Guild Trust may from time to time appoint as a member of the Council such Voting Member as is willing to act as the directors of the Guild Trust shall think fit by giving notice in writing of such appointment to the Secretary and the Guild Trust may by like notice to the Secretary remove from office the person so appointed. 
3. The Chairman of a Section may appoint any Voting Member who is a member of his Section and who is willing to act to be a member of the Council instead of the Chairman of that Section by giving notice in writing of such appointment to the Secretary and a Chairman who gives such notice or any successor of his in the office of Chairman of that Section may by like notice to the Secretary remove from office the person so appointed.

18. The Council is constituted and empowered under the Articles. Without prejudice to the generality of the powers conferred upon the Council by the Articles, it is for convenience hereby recorded that they include power:

1. to raise funds;
2. to appoint committees consisting of one or more persons, either as sub-committees to the Council or for any special or temporary purpose, and to delegate to them, or any of them, any of the powers and duties of the Council to be recorded in the terms of reference of the relevant committees; at any time and from time to time to rearrange and modify the powers and duties of any such committee; to revoke, vary, or add to any delegated powers of any such committee; to approve the terms of reference of any such committee and to designate (and to revoke the designation of) any such committee as a designated standing sub-committee of the Council for the purposes of Byelaw 17(i)(e);
3. to appoint as members of such committees, or any of them, persons other than Members of the Institute;
4. to elect all categories of Members of the Institute;
5. to nominate the President, each Deputy President and the Treasurer for election at the Annual General Meeting;
6.  to fill, in accordance with the provisions of the Byelaws, any vacancy or vacancies which may occur during any year among the Officers of the Institute or the members of the Council;
7. to make regulations for the conduct of examinations and to appoint examiners;
8. to publish and issue a journal or journals, books, periodicals and papers in whatever form (including, but not limited to, in print, audio, video or electronic form) and for that purpose to appoint an Editor or Editors, or Assistant Editors;
9.  to appoint and fix the overall level of remuneration or salary, pensions and conditions of all paid officers and employed staff of the Institute.

1. Meetings of the Council shall be convened by the Secretary on the direction of the Council, the President, or any Deputy President, and also upon the receipt by the Secretary of a notice signed by not less than six members of the Council requiring him to do so. (
2. Meetings of the Council shall be held at such times and places as the Council shall from time to time direct and not less than twelve days’ notice in writing of each meeting, accompanied by a statement of the business to be transacted at the meeting, shall be given to every member of the Council.  
3. Eight members of the Council shall form a quorum except for the purpose of passing either a resolution for which Byelaw 10(iii) or 11(iii) requires a three-fourths majority of all the members of the Council or a motion pursuant to Byelaw 22(xiv) for the dissolution of a Section.  
4. The continuing members of the Council may act notwithstanding any vacancy in their body but, if and so long as their number is reduced below eight, the continuing members of the Council may act for the purpose of increasing that number or of summoning a General Meeting, but for no other purpose.  
5. The Chairman at meetings of the Council shall be the President or, failing him, a Deputy President and if neither the President nor any Deputy President is present or, if more than one Deputy President is present and the Deputy Presidents that are present are unable to agree which of them shall be the Chairman of the meeting, a Chairman shall be elected from among the members of the Council present.  
6. Except as otherwise provided by the Byelaws, questions arising at meetings of the Council shall be determined by a majority of the votes of the members of the Council present. Subject to Clause (vii of this Byelaw, every member shall have one vote.  
7.  Voting at meetings of the Council shall be by show of hands but, in the case of an equality of votes, the Chairman of the meeting shall have a second or casting vote.  
8. The Council shall cause proper minutes to be made of all appointments of officers made by the Council and of the proceedings of all meetings of the Council; and all business transacted at such meetings, and any such minutes of any meeting, if purporting to be signed by the Chairman of such meeting, or by the Chairman of the next succeeding meeting, shall be sufficient evidence without any further proof of the facts stated in them.  
9.  A resolution in writing signed by all the members for the time being of the Council or of any committee of the Council who are entitled to receive notice of a meeting of the Council or of such committee, shall be as valid and effectual as if it had been passed at a meeting of the Council or of such committee duly convened and constituted and may consist of several documents in like form, each signed by one or more members of the Council or, as the case may be, such committee.

1. The Institute shall have a committee called the Board of Examiners who shall exercise such powers and perform such duties under the control of the Council in relation to the Examination Scheme as may be delegated to them by the Council. Such delegation may be made subject to any conditions the Council may impose, and either collaterally with or to the exclusion of the Council’s own powers and may be revoked or altered at any time.
2. Unless the Council resolve otherwise, the Board of Examiners shall have the power to appoint subcommittees to whom they may delegate such of their business as they may think fit. Such sub-committees shall report to the Board of Examiners. The Chairman of the Board of Examiners shall be an ex officio member of each such sub-committee.  
3. It shall not be necessary to be a Member in order to serve on the Board of Examiners or any sub-committee of the Board of Examiners. Unless the Council resolve otherwise, the number of members of the Board of Examiners shall not be subject to any maximum but shall be not less than three.  
4. Unless the Council resolve otherwise, the Chairman of the Board of Examiners shall be a paid officer of the Institute appointed by the Chief Executive and approved by the Council. Unless he is unable or unwilling to do so, the Chairman of the Board of Examiners shall preside and may speak at every meeting of the Board of Examiners or a sub-committee of the Board of Examiners at which he is present, but he shall have no vote at any such a meeting.  
5. Unless the Council resolve otherwise and without prejudice to Clause (6) of this Byelaw, the Board of Examiners may appoint a person who is willing to act to be a member of the Board of Examiners either to fill a casual vacancy or as an additional member of the Board of Examiners provided that the appointment does not cause the number of members of the Board of Examiners to exceed any number fixed by or in accordance with these Byelaws as the maximum number of members of the Board of Examiners.  
6. The Council may appoint a person who is willing to act to be a member of the Board of Examiners either to fill a casual vacancy or as an additional member of the Board of Examiners.  
7. The office of a member of the Board of Examiners shall be vacated if he resigns his office by notice to the Institute or if the Council or the Board of Examiners resolve that his office be vacated.  
8. Subject to Clause (iii) of this Byelaw and unless the Council otherwise directs, the Board of Examiners and each sub-committee of the Board of Examiners may regulate their proceedings as they shall think fit.

1. The Council may make regulations (in conformity with the Byelaws) for the establishment and conduct of examinations of the Institute and shall appoint examiners as requisite. The examinations for the time being so established are in the Byelaws referred to as “the prescribed examinations”.  
2. All qualifications by examination attained in the Old Institute shall be recognised and allowed as if attained in such (if any) of the prescribed examinations as correspond to them, and the Council shall have power to determine and declare whether there is any correspondence and what such correspondence shall be in particular cases or generally.  
3. The prescribed examinations shall be held at such time or times, and at such place or places, as the Council may from time to time direct.  
4. The Board of Examiners shall, subject to the control of the Council, have the direction and supervision of the Examination Scheme and shall report on it from time to time to the Council and on any and every modification to the Examination Scheme and shall cause any and every such modification to be published immediately in the Journal or on the Institute’s web site or both.
5. The Examiners shall be nominated by the Board of Examiners and appointed by the Council. Examiners need not be, or be qualified to be, Subscribing Members of the Institute.  
6. A certificate signed by the President of the Institute and by the Secretary shall be sent by the Secretary to all candidates who pass the General Certificate Examinations, and in such (if any) other cases as the Council shall direct, and the Council shall determine the form of any such certificate.

1. Geographical Sections of Members may be formed and carried on with the sanction and approval of the Council and in accordance with this Byelaw and may, whilst so authorised and so carried on, be styled as “Sections of the Institute”.  
2. Every such Section shall be constituted as an independent unincorporated association or a body corporate.  
3. The following are authorised to be styled Sections of the Institute:
   UK SOUTHERN SECTION
   UK MIDLAND SECTION
   UK GREAT NORTHERN SECTION
   UK SCOTTISH SECTION
   IRISH SECTION
   ASIA PACIFIC SECTION
   AFRICA SECTION
   INTERNATIONAL SECTION
    
4. Upon receipt of a requisition signed by not less than twenty Subscribing Members of the Institute resident in any district the Council shall forthwith consider and determine whether the formation of a Section for that district shall be sanctioned.  
5. A Section may with the approval of the Council, but not otherwise:
   (a) acquire and hold property (including property acquired and held prior to its inception as a Section under this Byelaw); and
   (b) appeal for funds on its own behalf, or on behalf of the Institute, but no approval shall be given for an appeal for funds by a Section on its own behalf which does not require as a condition of the approval that the appeal shall make clear, in terms to be approved by the Council, that it is not an appeal for funds for the Institute.
   
   The Council may at any time by notice in writing to a Section withdraw its approval under this Clause of this Byelaw.
    
6. Each Section shall make, and shall be entitled from time to time to rescind, alter, or vary, rules for its own government (and, in relation to a Section that is a body corporate, the expression “rules”, for the purposes of this Clause and the next one, means its memorandum and articles of association or other document having like effect) but the rules of a Section, and any modification of them, shall not be valid or take effect until they have been submitted to and approved by the Council.
7. The rules of each Section shall inter alia provide that there shall be a Chairman of the Section, that the business and direction of the affairs of the Section shall be conducted and controlled by a Committee comprising, and elected by, members of the Section, and that upon dissolution of the Section its surplus funds (if any) be paid over to the Institute as an accretion to the general funds of the Institute. The Chairman of each Section (or his representative nominated under Byelaw 17(3) above) shall ex officio be a member of the Council. (
8. The Committee of each Section shall be entitled each year to appoint as a member of the Council for the year one Subscribing Member who shall be entitled to attend and vote at meetings of the Council in that year and to appoint another Subscribing Member as his alternate who shall be entitled to attend and vote in his absence. Each such Member shall be a member of the Section concerned, except that a Section formed outside the United Kingdom may be represented by a member of another Section who is a Subscribing Member.  
9. The Committee of each Section shall, as at the 31st December in each year, furnish to the Treasurer a statement of expenditure of the Section during that year and a report on the activities of the Section during that year; and the Council may, if and so far as such expenditure has been incurred for purposes properly within the scope of furtherance of the objects of the Institute, make a grant to the Section by way of reimbursement in respect of such expenditure.  
10. Every Member shall be entitled to attend and to take part in the proceedings at meetings of any Section, and, on notification in writing to the secretaries of Sections of which he is not a Member, to receive notices of the meetings (other than business meetings or, in the case of a Section in the form of a body corporate, meetings held for the purposes of company law) of those Sections.  
11. No Section shall publish a journal or journals, other than a newsletter. Sections may, however, publish the proceedings of Section Conventions and of technical symposia.  
12. No Section shall in any way pledge or attempt to pledge the credit of the Institute or of the Council.  
13. A Section may be dissolved by the Council at any time if, in the opinion of the Council, the number of members of the Section is insufficient, or the Committee of the Section has failed to observe this Byelaw 22, or the continuance of the Section is for any reason whatsoever unnecessary or undesirable.
14. Should the Council desire to dissolve a Section, they shall cause a notice of the proposed dissolution to be published in the Journal or on the Institute’s web site (or both) and to be sent to the secretary of the Section proposed to be dissolved; and they shall invite the Committee of the Section to reply to the notice in writing and at their discretion to appoint a person to appear before a meeting of the Council at which a motion for the dissolution of the Section will be made, provided that the meeting shall not be held until the expiration of not less than three calendar months from the date of the first publication of the notice in the Journal or on the Institute’s web site (or both), and that the notice convening the meeting shall state the name of the Section proposed to be dissolved, the reasons for its proposed dissolution, the name of a member of the Council who will move; and provided that no motion for the dissolution of a Section shall be carried if there be less than sixteen members of the Council present or if less than 75 per cent of the Council members present vote in favour of the motion for dissolution.

1. The Council shall publish a journal or journals, under such title(s) and in such form(s) (including, but not limited to, print, audio, video or electronic form) and at such time or times as they shall from time to time direct, on behalf of the Institute.
2. Subject to the limitations and restrictions expressed in Byelaw 25, there shall be published in the Journal:

1. such papers read before, and such communications made to, the Institute and the Sections as shall be accepted by the Council;  
2. such abstracts of technical and scientific works, bearing directly or indirectly upon the sciences of brewing, fermentation or distillation, and whether published in the United Kingdom or abroad, as the Editor or Editors shall from time to time select;  
3. reports of proceedings at General Meetings of the Institute, announcements of the election of Members and notices relating to the general business of the Institute and the Sections, or required by these Byelaws to be published in the Journal;  
4. reviews of books and other publications, the subject matter of which bears directly or indirectly on the sciences of brewing, fermentation or distillation;  
5. articles of general interest considered appropriate for publication;  
6. correspondence received from Members relating to appropriate technical and other matters; and  
7. advertising material.

24. The Council shall appoint, and on such terms as they shall think fit, an Editor or Editors, whose duties shall be to edit and generally to superintend the production and publication of journals and of such other material as the Council may from time to time direct. In order to assist such Editor or Editors in the discharge of their duties, the Council may also appoint one or more Assistant Editors on such terms as the Council shall see fit.

1. The Committee of each Section shall be entitled to accept and to reject papers and communications proposed to be read before or made to the Section, or at any meeting or convention or similar event organised by the Section.  
2. Papers and communications read before or made to the Sections shall, at the discretion of the Section Committees concerned, be submitted by the secretaries thereof to the Editor.  
3. The Editor shall report to the Council on papers submitted from the Sections and on all other communications made to the Institute, and the Council shall decide which of the papers or communications shall be published in the Journal.

1. Unless and except as otherwise arranged in writing with the author or other owner of the copyright, Clause (ii) of this Byelaw shall apply to all papers and communications accepted for publication in the Journal.  
2. Subject to Clause (i) of this Byelaw, all papers and communications accepted for publication in the Journal shall become the property of the Institute, and the Institute shall retain the right of priority of publication for a period of nine months from the date of the receipt of them by the Editor; and, except as next hereinafter provided, Members, authors or readers of papers, or visitors at meetings at which papers are read shall not make to the press or other media of communication (or publish or cause or permit to be published) any reference to or comment upon a paper or communication prior to its publication in the Journal or upon the proceedings at such meetings, provided that the Chairman and the secretary of the Section before or to which a paper or communication is read or made, may, with the sanction and approval of the author, but not otherwise, convey to the press and other media of communication notice thereof as in their discretion they shall deem necessary and fitting.  
3. No payment shall be made for papers and communications accepted for publication, but the Chief Executive may authorise the provision to the author or the copyright owner (if not the author) gratuitously of such reasonable number of separately printed copies thereof, to such total as may be intimated to be desired, as they think fit.

27. No Institute member or member of the Institute’s employed staff shall incur personal responsibility for any act or thing done by him by the direction or with the approval of the Council.

1. Any notice or other communication to be given to or by any person pursuant to these Byelaws shall be in writing or shall be given using electronic communication to an address for the time being notified for that purpose to the person giving the notice.  
2. The Institute may give notice to any Member either personally or by sending it by post in a prepaid envelope addressed to the Member at his registered address (that is to say his address as appearing in the Statutory Register in the case of a Statutory Member or, in the case of any other Member, his address as appearing in the Register of Members) or by leaving it at that address or by giving it by electronic communication to an address for the time being notified to the Institute by the Member.  
3. Proof that an envelope containing a notice was properly addressed, prepaid and posted shall be conclusive evidence that the notice was given. Proof that a notice contained in an electronic communication was sent in accordance with guidance issued by the Institute of Chartered Secretaries and Administrators shall be conclusive evidence that the notice was given. A notice shall be deemed to have been given at the expiration of 24 hours after the envelope containing it was posted or, in the case of a notice contained in an electronic communication, at the expiration of 24 hours after it was sent.  
4. The accidental omission to give notice of a meeting or other business of the Institute to, or the non-receipt of such notice by, any Member entitled to receive it shall not, in the case of a meeting, invalidate the proceedings at that meeting or, in the case of other business, invalidate or otherwise prejudice such business.
5. The foregoing provisions of this Byelaw shall not apply to any notice given or to be given under the Articles or pursuant to any provision of the Companies Act 1985 and such notice shall instead be governed in all respects by the Articles.

The Institute of Brewing & Distilling
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TEL: +44 (0) 20 7499 8144 FAX: +44 (0) 20 7499 1156 E-MAIL: enquiries@ibd.org.uk
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This is NOT the definitive document regarding the Byelaws. The original can be downloaded (in PDF format) by clicking here.