3rd. That the repeal of Sections 1, 2, and 3, Chapter XII., 

 of the Bye-laws and the alteration of Section 7 of the 

 same Chapter, the effect of which is (inter alia) to 

 take the election of Librarian out of the hands of the 

 FeUows and place it in the bands of the Council, were 

 in contravention of the terms of the Society's Charter, 

 and consequently illegal. 



4th. That by the provisions of the Charter the power of 

 appointing the subordinate Officers, A.ttendants, and 

 Servants is vested in the Fellows at large ; and that 

 the Council have no more power to appoint such 

 Officers than to elect Fellows, Honorary Members, &c., 

 the appointment of the former and the election of the 

 latter being governed by the same Clause of the 

 Charter (p. 8). 



5th. That the Librarian is a subordinate Officer necessary 

 for the transacting and managing the business of the 

 Society ; and that according to the Charter he need 

 not be a Fellow, and must be elected by the Fellows ; 

 and, as a matter of fact, in both these respects the 

 Charter has been up to the present time conformed 

 to; and although it is admitted that the Librarian 

 has not been annually appointed, it is contended that 

 this has been an irregularity, and that the annual ap- 

 pointment of the subordinate Officers as provided for 

 by the Charter affords a proper security against the 

 Society being burthened with incompetent Officers. 



The Council and those Fellows of the Society who approve of 

 the alterations maintain the validity of the proceedings of the 

 Meeting of the 15th of January upon the following grounds : — 



1. That the power of making Bye-laws is vested by the 



Charter in the Council, and that the Fellows at large 

 can only adopt or reject the Bye-laws laid before them 

 by the Council. That it was not necessary that the 

 altered Bye-laws should be put to the Meeting seriatim, 

 and that the proper and legal course was to put them 

 en masse. 



2. That the President cannot be bound to put to any Meeting 



any question which, although moved and seconded, it 

 would be irregular for him to put, and that he was there- 



