Terms of Membership

Version. 1.0

Effective from. Monday 31 August 2026

Review. Annually, or sooner on material change.

Published at. bonsai.law/circle/terms

1. Who we are

1.1 The Bonsai Circle ("the Circle", "we", "us", "our") is an imprint of Bonsai Law Ltd, a company registered in England and Wales, whose registered office is The Business Terrace, Maidstone House, King Street, Maidstone, Kent ME15 6JQ, company number 13926937 ("Bonsai Law").

1.2 The Circle is not a separate legal entity. Contracts of membership are with Bonsai Law Ltd.

1.3 The Circle is co-founded and directed by Vanessa Challess and Rebekah Manning ("the founders").

1.4 Contact for notices, questions, or complaints under these terms: bonsai.circle@bonsai.law. Correspondence from us is sent from clientcare@bonsai.law.

2. What membership is, and what it is not

2.1 Membership of the Circle gives you the right to attend Circle meetings, use the Circle forum, and be introduced to other members as a vetted professional peer.

2.2 Membership does not create a solicitor-client relationship with Bonsai Law Ltd. Nothing said in a Circle meeting, posted on the Circle forum, sent by Circle direct message, or communicated to you by a member of Bonsai Law staff in a Circle capacity, is legal advice. This applies whether the person speaking or writing is qualified, whether they identify their role at Bonsai Law, and whether the content of what they say happens to concern legal matters. If you want advice from Bonsai Law you must instruct the firm separately, on the firm's terms of business. Instructions to Bonsai Law are given at bonsai.law and confirmed in writing on the firm's engagement terms; nothing else creates a retainer.

2.3 The Circle is a private membership organisation. It is not a regulated legal service, not an unregulated will-writing service, and not a claims-handling service.

2.4 Membership is personal to you. It does not transfer to your firm, your employer, your successor in office, or anyone else. If you change employer, your membership continues with you subject to clause 4.

3. Applying for membership

3.1 Applications are made at bonsai.law/circle/apply and require:

• (a) completed application form;
• (b) a basic disclosure certificate from the Disclosure and Barring Service, obtained by us on your behalf with your consent (through a DBS umbrella provider registered as a Responsible Organisation), as set out in the Vetting Standard. You do not obtain or supply your own certificate;
• (c) photographic identification and proof of current address;
• (d) two written professional references from named referees not related to you;
• (e) declaration of any unspent convictions under the Rehabilitation of Offenders Act 1974;
• (f) declaration of any previous professional names used in the last ten years;
• (g) a sponsor interview, minuted;
• (h) the annual membership fee (payable on approval; refundable on refusal subject to clause 3.2);
• (i) written acceptance of these terms, the Vetting Standard, the Safeguarding Policy, the Confidentiality Regime, and the Code of Conduct.

3.2 We may refuse an application at our sole discretion. We are not obliged to give reasons. Where an application is refused, the membership fee is refunded within 14 days, subject to retention of a £30 administrative fee against the cost of the vetting checks already carried out.

3.3 We may withdraw an offer of membership at any point before your first meeting if new information comes to light that would have caused us to refuse. The fee is refunded in full.

3.4 Admission to the Circle is at the sole discretion of the founders. Vetting is described in the Vetting Standard, including the founders' discretion to decline an application on adverse media findings or on incompatibility of the applicant's expressed values with those of the Circle. The founders' decision on admission is final subject to internal review by the second founder, requested within 14 days of the decision. The Circle does not maintain an external appeals process for admission decisions.

4. Renewal and re-vetting

4.1 Membership runs for 12 months from the date of admission.

4.2 Renewal requires a fresh basic DBS check obtained by us on your behalf, a refreshed adverse-media check, a Companies House re-check on your declared directorships, and your written confirmation that nothing has changed on your original declarations. This is described in full in the Vetting Standard.

4.3 We may refuse renewal at our sole discretion, subject to clause 10.

4.4 If you change employer, professional role, or the nature of your business during a membership year, you must tell us within 30 days. We may re-vet in respect of the change.

5. Fees

5.1 Fees at the date of these terms:

• Membership fee: £300 per year.
• In-person meeting fee: £20 per meeting attended.
• Online meeting fee: £5 per meeting attended.
• Visitor fee: £30 in-person, £10 online. Maximum two visits before application.

5.2 Fees are payable in advance. We use Stripe as our payment processor. By paying you accept Stripe's terms of service.

5.3 Membership fees are non-refundable except where clauses 3.2, 3.3 or 10.6 apply.

5.4 We may change fees on 60 days' written notice. A price change does not take effect for you until your next renewal.

5.5 We do not levy fines. We do not charge for missed meetings. We do not require any minimum attendance.

5.6 Meeting fees paid but not used because the meeting was cancelled are refunded within 14 days.

5.7 Visitor fees are non-refundable regardless of any subsequent application outcome.

6. Meetings

6.1 Circle meetings are held online, bi-weekly. Times and the meeting platform are published in the member area. In-person meetings in Kent will follow once the founding cohort has settled. Where a meeting is held in person, or in a hybrid format, we say so on the event record.

6.2 Every meeting offers each attending member a choice, declared in advance: attend as a referrer, attend with a problem, or attend as an observer. Slot allocation is described in the meetings guidance in the member area.

6.3 We do not require attendance. Missing meetings does not affect membership.

6.4 One seat per profession is available per meeting. Where a profession is oversubscribed for a given meeting, allocation is first come, first served.

6.5 Meetings are chaired by a founder. The chair's decisions on time-keeping and order are final.

6.6 You may bring a visitor to a meeting only with the chair's advance approval and only where the visitor has paid the visitor fee and confirmed acceptance of the Confidentiality Regime for the meeting.

6.7 We record attendance at every meeting. Attendance data is held on the same schedule as forum content and is private to you and the founders. You may see your own attendance record in the member area at any time. The Circle does not levy fines for missed meetings, publish attendance league tables, or share your attendance record with other members.

7. Confidentiality

7.1 The Circle operates under a single confidentiality regime, in every meeting and on the forum, described in full in the Confidentiality Regime document, which forms part of these terms.

7.2 In summary:

• (a) Chatham House Rule applies to everything said in a meeting and posted on the forum;
• (b) no recording of any kind, by anyone, ever;
• (c) no screenshots of meetings or of the forum;
• (d) no WhatsApp group, no off-platform Circle group communication;
• (e) all member-to-member Circle communication runs on the moderated forum, which is watermarked with your identity on every page;
• (f) your existing professional confidentiality obligations continue unchanged, and the Circle is not a shortcut around them.

7.3 A breach of clause 7 attracts a strong presumption of removal for cause under clause 10, applied through the Complaints, Concerns and Removal Procedure with the ordinary right of appeal. There is no three-strikes indulgence for a breach of the confidentiality core.

8. Forum

8.1 The Circle operates a members-only, moderated forum and a member-to-member direct messaging function at bonsai.law/circle/forum, subject to the Forum Rules and Acceptable Use document, which forms part of these terms.

8.2 Posts, direct messages and edits on the forum are published immediately and are not read by the founders before publication or delivery. If you consider that a post or direct message breaches these Terms, the Forum Rules and Acceptable Use, the Confidentiality Regime, the Code of Conduct or the Safeguarding Policy, use the flag button on the item to report it to the founders. Flagged items are reviewed by the founders, who decide to leave the item in place, edit, redact, remove or escalate under the Complaints, Concerns and Removal Procedure. The decision, with a short reason, is recorded and communicated to the poster. Safeguarding-adjacent items are acted on immediately. Automated pre-publication screening is planned for a future release; when it is introduced we will publish the Automated Decision-Making Disclosure at bonsai.law/circle/moderation and notify members.

8.3 On leaving the Circle for any reason, your posts and direct messages are retained on the platform under the Retention Schedule. Your name on posts and in direct-message threads is updated to "Former member" (or "Removed" where the departure follows a founder decision under clause 10). The other party to a direct-message thread can read the history but can no longer send messages to a former member. Complete erasure is available on written request, subject to the carve-outs in the Privacy Notice.

8.4 Direct messages between members are held on the Circle platform for seven years from the date of the last message in the thread, and are visible to the founders throughout. This retention window matches the record-keeping requirements Bonsai Law observes as a regulated law firm.

8.5 You cannot delete your own direct messages or those of another member. If you regret a message you have sent, or you consider that a message sent to you should not remain on the platform, use the flag-to-founders function on the message. The founders will decide whether to redact the message, and the decision and its reason are logged on the moderation audit trail.

8.6 Direct messages are text only. Attachments, images, links to executable content, and links to off-platform private messaging channels are not permitted. The classifier and the founders will act on breaches under the Forum Rules and Acceptable Use document.

8.7 Fair use limits apply to direct messaging. You may open up to five new direct-message conversations per calendar week. The limit is designed to protect members from unsolicited approaches and does not affect continuing conversations with members who have already agreed to talk with you.

9. Code of conduct

9.1 You agree to conduct yourself in accordance with the Code of Conduct, which forms part of these terms.

9.2 You remain bound at all times by the professional regulatory obligations that apply to your own occupation, and by all applicable law.

10. Complaints, discipline and removal

10.1 Any person, member or not, may raise a concern about a member's conduct through the process at bonsai.law/circle/concerns. That process is described in the Complaints, Concerns and Removal Procedure, which forms part of these terms.

10.2 We may suspend a member with immediate effect where we consider that continued participation pending investigation would present a risk to any person, to the confidentiality regime, or to the Circle's standing.

10.3 A suspension is not itself a finding against you.

10.4 We may remove a member for cause where:

• (a) they breach the Confidentiality Regime, on the forum, in a direct message, in a meeting, or otherwise;
• (b) they breach the Code of Conduct;
• (c) their conduct, in or outside Circle activity, is such that continued membership would be inconsistent with the Circle's standing or the safety of other members;
• (d) they become subject to a regulatory finding, insolvency event, or unspent criminal conviction that materially affects the basis on which they were vetted;
• (e) they cease to meet the Vetting Standard;
• (f) fees are unpaid 30 days after due date and after a reminder.

10.5 Removal decisions are made jointly by the founders. Where one founder is conflicted or is the subject of the matter, the other founder decides alone. Members may appeal in writing within 14 days to the founder who did not make the original decision. Where both founders were involved in the original decision (as they will be in every removal for cause other than one made by a single founder under a recusal), the appeal is heard by both founders sitting jointly in an appeal capacity on the papers, with written reasons issued within 14 days. Where the appeal concerns the conduct of one founder, that founder recuses entirely and the other founder decides alone. The appeal decision is final so far as the Circle's own process is concerned. Nothing in this clause affects the member's right to complain to the Solicitors Regulation Authority or the Legal Ombudsman about the conduct of Bonsai Law Ltd.

10.6 On removal for cause under 10.4(a), (b), (c) or (d), no refund of fees is due. On removal under 10.4(e) or (f), a pro rata refund of the annual membership fee for the unused period is paid within 30 days.

10.7 You may resign your membership at any time on written notice. Fees paid are not refunded except where clauses 3.2, 3.3 or 10.6 apply.

11. Intellectual property

11.1 The Circle name, logo, materials, format, and platform belong to Bonsai Law Ltd.

11.2 You may say publicly that you are a member of the Bonsai Circle. You may not use the Circle name or logo to endorse a product or service, hold yourself out as speaking for the Circle, or suggest that a communication has been made on behalf of the Circle unless we have said in writing that it has.

11.3 Content you post to the forum, and messages you send by the Circle direct-message function, remain yours. You grant Bonsai Law Ltd a non-exclusive, royalty-free licence to host, display, moderate, and retain that content for the operation of the Circle, and to retain it after your membership ends for the reasons set out in the Privacy Notice.

12. Data protection

12.1 We process personal data about you as described in the Privacy Notice, which forms part of these terms.

12.2 Data controller is Bonsai Law Ltd, ICO registration number ZB361139. The Privacy Notice gives full detail on lawful basis, transfers, retention and your rights.

12.3 The Circle does not currently use automated decision-making on forum content or direct messages. Moderation is carried out by the founders in accordance with the Moderation Standard Operating Procedure. If we introduce automated pre-publication screening in the future, we will publish an Automated Decision-Making Disclosure at bonsai.law/circle/moderation before it is enabled, and notify members.

13. Liability

13.1 Nothing in these terms limits liability for death or personal injury caused by our negligence, for fraud, or for anything else which the law does not permit us to limit.

13.2 Subject to clause 13.1, we are not liable for:

• (a) the advice, opinions, referrals or conduct of other members;
• (b) any commercial outcome of a referral made or received through the Circle;
• (c) any loss arising from your reliance on anything said in a meeting or posted on the forum;
• (d) any loss caused by a member's breach of the Confidentiality Regime, save that we will take such action as we consider appropriate against that member under clause 10;
• (e) indirect or consequential loss, or loss of profit, goodwill or opportunity.

13.3 Subject to clause 13.1, our total liability to you under these terms in any 12-month period is limited to the fees you have paid to us in that period.

13.4 You are responsible for satisfying yourself as to the suitability of any professional or commercial arrangement you enter into with another member or with a person referred through the Circle.

14. Changes to these terms

14.1 We may change these terms on 30 days' written notice to the notification address you have given us.

14.2 If a change materially reduces your rights, you may resign within the notice period and receive a pro rata refund of the annual membership fee for the unused period.

15. General

15.1 These terms, together with the documents they incorporate by reference, are the entire agreement between you and Bonsai Law Ltd in respect of your membership.

15.2 No failure or delay by us in enforcing a right is a waiver of that right.

15.3 If any clause is held to be unenforceable, the remainder continues in force.

15.4 You may not assign your membership. We may assign our rights and obligations under these terms to another entity that agrees to be bound by them.

15.5 These terms are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.

15.6 Notices to us go to bonsai.circle@bonsai.law. Notices to you go to the email address you have given us in the member area.