Ordinances

1. The Company is a Corporation which exists by prescriptive right and was originally concerned with training apprentices and with safeguarding the quality of ships built in London; the earliest surviving Ordinances of 1428 entrusted members to ensure good workmanship, use of good and sound materials and seemly behaviour. The Company is now concerned with every aspect of the United Kingdom’s shipping and shipbuilding industries and the promotion of excellence within them: it provides a meeting ground for those connected with all the maritime interests of the United Kingdom and it maintains trusts to promote charitable and educational activities; it is fully committed to fulfilling the role of a livery company in the City of London.

2. The Aims of the Company are:

2.1 To promote and maintain the traditions of the City of London and to fulfil the role of a Livery Company in the City.

2.2 To promote excellence in every aspect of the maritime field, especially the crafts of shipbuilding and boatbuilding.

2.3 To promote and support education and youth development programmes in the maritime area.

2.4 To promote and support charitable causes in the maritime area.

2.5 To create and maintain a forum where maritime interests can meet with the object of improving communication and understanding within the field.

2.6 To ensure that the Livery represents a comprehensive cross-section of maritime interests.

3. Those admitted to membership of the Company are enjoined to enhance its prestige by their loyalty, charity and commitment, to uphold and promote the rights and traditions of the City of London and to do what lies within their power to leave the world a better place than when they entered it. Charitable commitment and giving are a key focus and members are expected to take the opportunity to give back with their money, time and talents to the maritime industry which gives and has given them their livelihood.

4. The members consist of Freemen and Liverymen; they are so called though they may be of either sex and may alternatively be known as Members of the Freedom and Members of the Livery.

4.1 The maximum number of Liverymen at any one time shall not exceed five hundred or such other figure as the Lord Mayor and Court of Aldermen may hereafter decree.

4.2 All those joining the Freedom or the Livery must be over the age of 21 and attend a Court Meeting where they will make the declaration and pay the entry fine appropriate to their new status; those entry fines will be decided annually by the Court and published on the Company’s website or by such other means as may be decided by the Court from time to time.

4.3 Although a Liveryman may resign and revert to the status of Freeman, a Freeman cannot resign his or her status. Freemen and Liverymen do not need to be British subjects.

Freedom of the Company

6. Freedom of the Company is by redemption, patrimony, presentation or servitude.

6.1 Freedom by Redemption (or ‘payment’) is the usual way to join the company. Applications for admission will (save for the exceptions in 6.2 and 6.3 below) only be considered from those with a close involvement in maritime affairs. It is expected that they will seek to progress to join the Livery and that their sponsors will actively encourage them to do so. That process involves applying for the Freedom of the City of London (unless they already have it).

6.2 Freedom by Patrimony is for the sons and daughters of Liverymen who were born after their parent’s admission to the Freedom and shall be by right (subject to paragraph 4 above).

6.3 Freedom by Presentation is for those who are elected by the Court at its discretion honoris causa by reason of their special contribution to the Company (notably, as the partner of the Immediate Past Prime Warden) or their distinction in maritime or national affairs.

6.4 Freedom of the Company by Servitude (apprenticeship) is at the discretion of the Court.

Applications for admission to the Freedom and to the Livery

8. Applicants to the Freedom by Redemption and to the Livery (apart from those admitted by Presentation) must:

Either

i. be supported by four Liverymen sponsors, at least one of whom must be a serving member of the Court or Retired Past Prime Warden; all sponsors must give their reasons, in writing, for supporting the applicant (stating for how long they have known the applicant and why they believe that the applicant would make a good Shipwright); no more than two of those sponsors may be from the same organisation,

ii. if an applicant does not know any or enough sponsors but is qualified by character and profession, apply to and, if approved for interview, be interviewed by the Admissions Committee and be found eligible.

9. The Company is governed by the Court which is composed of the Permanent Master, Prime Warden, Wardens, Past Prime Wardens and Assistants (in that order of precedence, in order of appointment - all of whom will be “members” or a “member” of the Court as appropriate and entitled to vote); all important decisions and determinations of the Company (including admissions to the Freedom and the Livery) must be made by the Court at a Court meeting. The Company’s highest office is that of Permanent Master and, since the appointment of His Majesty King George VI, the Company has enjoyed the signal honour of having a Royal Permanent Master. If the Permanent Master dies or relinquishes office:

9.1 A special Court meeting will be held to elect a new Permanent Master;

9.2. For such period that there is no Permanent Master the Prime Warden will be called Master and all references in these Ordinances to “Prime Warden” will be read with “Master” substituted.

12. The Court elects Assistants to the Court from the Livery at its discretion, guided by the recommendation of the Wardens. A list of the Wardens’ nominations must be circulated to the Court by the Clerk no less than 28 days before the January Court Meeting, known as the Election Court, at which the Court may elect a new Assistant or Assistants. Any member of the Court may propose the name of any other Member or Members of the Livery and, if seconded by another member of the Court and notified to the Clerk no later than 14 days before the Election Court, the said name or names will be added to the list.

13. At the Election Court the members present:

13.1 will vote by show of hands unless they decide otherwise.

13.2 will decide by a simple majority and if the votes cast are equal in number the Prime Warden (or his or her substitute if the Prime Warden is not present and presiding) will have a second vote.

13.3 will first vote on the number of Assistants (if any) it chooses to elect; and

13.4 in the light of the previous vote will then proceed to vote on the election of a new Assistant or Assistants from the list of nominees.

15. There will be one category of Court Assistant and in addition a status of Court Assistant Emeritus and a status of Retired Court Assistant:

15.1 Court Assistants will be those elected who might in due course and, if found worthy, be expected to progress to election to Warden and in due course to Prime Warden.

15.2 Court Assistants Emeritus are those Assistants who have taken Emeritus status which will apply (save for those Court Assistants Emeritus already in place at 14 January 2021), for a maximum of three years after which they will become a “Retired Court Assistant”. During their time on the Court they:

15.2.1 will be welcome to attend any Court meeting;

15.2.2 will not be entitled to vote at a Court meeting;

15.2.3 will pay the Court Tallage and be entitled to attend Court events as Court Assistant, unless they wish to opt out of Court Tallage in which case they will pay at the guests’ rate for Court events; and

15.2.4 will have precedence immediately after Assistants, in the order of appointment as Assistant.

15.2.5 will be entitled to receive the minutes of Court meetings after the event.

15.3 Retired Court Assistants:

15.3.1 will not be entitled to attend Court meetings; and

15.3.2 will be eligible to attend Company events in the normal way and also the Court summer lunch;

16. Those elected as Assistants to the Court:

16.1 will at the next convenient Court meeting after their election be admitted as Assistant and make the Declaration of Assistants;

16.2 will pay such fine or fines on election and thereafter annually as are decided by the Court;

16.3 will endeavour to attend all Court meetings; if an Assistant fails to attend a Court meeting for a period of two years then, unless the Prime Warden and Wardens (by a majority) consider that there is good and sufficient reason for that non-attendance, the Assistant will be deemed to have resigned from the Court and reverted to the Livery;

16.4 may at any time after having served as Court Assistant for a period of 10 calendar years elect to take Emeritus Status;

16.5 are normally expected to take Emeritus Status on reaching the age of 70.

19. The nomination of the person recommended by the Wardens to serve as Fifth Warden will be circulated to the Court no less than 28 days before the Election Court at which the Court will elect the Wardens who are to serve for the forthcoming year. If any two Court Assistants wish to nominate an alternative candidate to serve as Fifth Warden they must do so in writing to the Clerk no less than 14 days before the Election Court. Where an election is contested, voting will be by ballot of those attending the meeting and entitled to vote; if an equal number of votes is cast for each candidate the Prime Warden (or his or her substitute if the Prime Warden is not present and presiding) will have a second vote to decide the contest.

20. Those elected as Wardens:

20.1 will at the April Installation Court Meeting (“the Installation Court”) following their election or at the next convenient Court thereafter make the Declaration of the Wardens and be installed in their office;

20.2 will pay such fine or fines on election and thereafter annually as shall be decided by the Court;

20.3 will as they progress to the office of Prime Warden and in order to learn about the full workings of the Company, sit for a minimum of one year on each of the principal committees of the Company.

Prime Warden

23. The Prime Warden:

23.1 will be elected at the January Election Court Meeting and, upon making the Declaration of the Prime Warden, be installed at the April Installation Court Meeting;

23.2 will chair meetings of the Court;

23.3 will be primarily responsible under the Permanent Master for the good order and discipline of the Company, and for the expenditure of its funds. The Court looks to its Prime Wardens to maintain and advance the Company: they have important duties, and the reputation of the Company is largely in their hands.

25. Past Prime Wardens:

25.1 will in the year following their year of office fulfil the duties of Immediate Past Prime Warden;

25.2 will in the year following their year as Immediate Past Prime Warden fulfil the duties of Preceding Immediate Past Prime Warden;

25.3 will after their year of office as Prime Warden continue ex officio as a member of the Court with all the powers and privileges of a Court Assistant and, with effect from and including 19 April 2018, 10 years after the end of their year of office they will become a “Retired Past Prime Warden”; any Prime Warden who took office prior to 20 April 2017 will be entitled but not obliged to become a Retired Past Prime Warden at any time after 10 years from the end of his/her year in office.

25.4 will pay Court Tallage at such rate as is decided by the Court.

25.5 Retired Past Prime Wardens:

25.5.1 will not be entitled to attend Court meetings;

25.5.2 will be eligible to attend Company events and the Court summer lunch but not the Court meeting immediately preceding this; and

25.5.3 will be entitled to receive the minutes of Court meetings after the event.

Removal for misconduct, incapacity or other just or reasonable cause

26. If the conduct or circumstances of any Freeman or Liveryman (whether or not a member of the Court) is determined by a decision of the Court to be injurious to the character and interest of the Company, the Court will have power to exclude them from active participation in the affairs, benefits or amenities of the Company either generally or for a specified period. The person concerned shall be given the opportunity of being heard by the Court before it exercises any such power. Any such determination by the Court:

26.1 will be made at a Court meeting where the consideration of such a determination has been raised as an Agenda item and notice given to all Court members no less than 14 days prior to the date of the meeting, at the request of the Wardens’ Committee or at the request of no fewer than 10 members of the Court.

26.2 will be made at a Court meeting at which at least two-thirds of those present vote in favour of the determination; and

26.3 will as soon as practicable thereafter be communicated to the said Freeman or Liveryman in writing by the Prime Warden.

32. All Liverymen elected to the Company after the 31^st March 1976 will pay an annual charge or ‘fine’ to the Company, known as Tallage, as a minimum subscription to attendance at Company dinners. Tallage will be set annually for the following year at the Installation Court. Higher rates of Tallage will be set for all members of the Court and Court Assistants Emeritus, to reflect the additional special events enjoyed by the Court and Wardens. Retired Past Prime Wardens and Retired Court Assistants will not pay Tallage.

33. Any Liveryman (including Prime Warden, Wardens and Court Assistants) who neglects or refuses to pay the Quarterage or Tallage due and who;

33.1 fails to pay after being given reasonable notice by the Clerk to do so, and

33.2 is in default or arrears of payment beyond six calendar months from due date after a further reminder by the Clerk, will, subject to the discretion of the Wardens, be deemed to have resigned from the Livery and to have reverted to the Freedom, will be informed thereof by the Clerk in writing and will thereafter be excluded from the rights and privileges of the Livery.

List of Members, the Handbook and the Website

34. A list of members of the Freedom and a list of members of the Livery will be kept by the Clerk. Those lists will include the following information for each member:

34.1 a postal address for use by the Clerk and the office for communications concerning the Company and its business;

34.2 ordinarily, an e-mail address for use by the Clerk and the office for communications concerning the Company and its business;

34.3 the date when the member joined the Freedom and the Livery (as the case may be) and, in the case of the list of members of the Freedom and if relevant, the date when the member reverted from the Livery to the Freedom;

34.4 the sector or area of business of the maritime industry in which the member works or worked;

34.5 any other personal details and information provided by each member on application for the Freedom and Livery; and

34.6 such other information pertaining to methods of communication as may from time to time be decided by the Court.

34. A list of members of the Freedom and a list of members of the Livery will be kept by the Clerk. Those lists will include the following information for each member:

34.1 a postal address for use by the Clerk and the office for communications concerning the Company and its business;

34.2 ordinarily, an e-mail address for use by the Clerk and the office for communications concerning the Company and its business;

34.4 the sector or area of business of the maritime industry in which the member works or worked;

34.5 any other personal details and information provided by each member on application for the Freedom and Livery; and

34.6 such other information pertaining to methods of communication as may from time to time be decided by the Court.

35. Each year there will be published a Handbook which will include lists of the Court of Assistants and Officers at the time of publication, an alphabetical list of Liverymen with date of admission to the Livery, an alphabetical list of all active Freemen with date of admission to the Freedom, information as to the fines currently payable on admission and annually by Liverymen, the Objects of the Funds, Membership and Terms of Reference of the Committees, the Admissions Policy, Procedures & Addresses, a Longcast of Functions & Meetings, details of the Medals presented by the Company from time to time and the Ordinances.

39. The Clerk will circulate to all members of the Court no later than seven days before the date of each Court meeting an Agenda for that forthcoming meeting. The Agenda may be subject to amendment at any time prior to the commencement of that meeting, save that:

39.1 Not less than 14 days’ notice will be given to members of the Court of any motion or resolution or determination under Ordinance 26.

39.2 No less than 48 hours’ notice will be given to members of the Court by e-mail or some other appropriate method of any other item of business to be presented to the Court on which a vote is to be taken.

43. Any member of the Court must declare any interest that he may have in a proposed transaction or arrangement with the Company. That declaration will be made and notified to the Clerk as soon as possible and repeated at the Court meeting at which the proposed transaction or arrangement is to be discussed. The member of the Court concerned will then absent himself or herself from that part of the Court meeting at which the proposed transaction or arrangement is discussed, considered and voted upon.

Committees

45. The Court has the general power to establish and dissolve committees. The Court will appoint from its own number and from the Livery suitable persons to serve on and to chair the Committees of the Company. Service on a committee shall normally be for a period of four years. The Admissions Committee will normally be chaired by the Preceding Immediate Past Prime Warden. The terms of reference for each of the Committees will be set by the Court and published annually in the Handbook. Each Committee is to be chaired by a member of the Court and is expected (always within the discretion of the Chair) to meet at least three times a year and to be attended by the Clerk who shall keep minutes.

Auditors and Audits

50. The Court will at the Election Court elect a firm of professional Accountants to act as its Auditors. At the July Court meeting each year, the Court will:

50.1 review, consider and if appropriate adopt the accounts presented by its Auditors for the previous year; and

50.2 review, consider and if appropriate approve the muster and audit of the Company’s treasures which shall be carried out by the Clerk and the Fifth Warden between the Installation Dinner and the July Court meeting.

Definitions and Interpretations

The following definitions and interpretations will apply in these Ordinances:

“Address” unless otherwise specified includes e-mail address

“The Admissions Committee” consists of the four Wardens chaired by a Past Prime Warden and makes its recommendations to the Wardens’ Committee which submits them to the Court for formal approval.

“Court Assistant” includes for all purposes herein (with the exception of Ordinance 11) an ex officio Court Assistant

“Days” means calendar days and “weeks” means calendar weeks

“The Office” means the Clerk, the Assistant Clerk (if there be one) and any other employees of the Company

“Officer” of the Company means the holder of one of the offices of the Company; a list of all such officers is published annually in the Handbook.

“The Wardens’ Committee” comprises Prime Warden, Immediate Past Prime Warden, Preceding Immediate Past Prime Warden, Renter Warden, Third Warden, Fourth Warden and Fifth Warden. The Honorary Treasurer sits on the Wardens’ Committee ex officio and without voting rights. Where these Ordinances refer to decisions, determinations, recommendations or similar by “the Wardens”, this means the Wardens’ Committee.

“Year” means “Company year” unless otherwise stated.

These Ordinances were approved by the Court of Aldermen on 9 May 2017 and adopted by Resolution of the Court on 10 May 2017.

Amendments to the Ordinances to reflect the creation of the categories of Retired Past Prime Warden and Retired Court Assistant were approved by the Court of Aldermen ‘de minimis’ on 23 June 2021 and were formally adopted on that date following a Resolution of the Court made on 4 March 2021.

Amendments to the Ordinances to revise the nomenclature used were approved by the Magistracy and Livery Sub Committee Court of Aldermen ‘de minimis’ on 9 June 2022 and were formally adopted on that date following a Resolution of the Court made on 10 March 2022.

Temporary change to Ordinance 42 – 16 April 2020

At the Installation Court on 16 April 2020 the Court noted that on 3 April 2020 the Court of Aldermen had agreed to permit any temporary changes in the Constitutions or Ordinances of Livery Companies to allow them to hold virtual meetings during the Covid-19 (Coronavirus) pandemic. The Court agreed to make a temporary change of Ordinance 42 to read:

42. A Court meeting will not be quorate unless there are present (in person or by video or telephone link) for the whole of the meeting at least two Wardens and at least eight other members of the Court. Save as otherwise provided herein, voting at a Court meeting will be by simple majority of those present and entitled to vote; in exceptional circumstances and at the discretion of the Wardens’ Committee, voting on a motion or resolution set out in the Agenda may be made by written proxy.

Ordinances

PURPOSES

MEMBERSHIP

GOVERNANCE

ADMINISTRATION AND ORGANISATION