Membership of this new society was to consist of three categories—Fellows, Ordinary and Honorary Members, and here again the likeness to the Royal Society of London was apparent. It was proposed that Fellows should be elected from ordinary members by ballot, with a four-fifths majority necessary for election, whereas ordinary members would be admitted on application to the council. Honorary membership was to be considered one of the highest marks of distinction that the Society would confer.

The office bearers who were to be elected annually were to be a president, one or more vice-presidents, treasurer, secretary, and these, with eight other members elected from among the Fellows of the Society, formed the council. The office bearers and council of the Philosophical Society of Victoria who were placed in office pro tem. until the first anniversary meeting in 1855, were published as follows:

Prior to the first public meeting of the Society, the interim council appointed its first two Honorary Members—Captain J. H. Kay, F.R.S., Private Secretary to the Lt-Governor; and William Howitt, the explorer.

Royal Society of Victoria