Business torts: Bylaws
NAME AND PURPOSE
Section 1. This Section shall be known as the Business Torts Section of the American Association for Justice (AAJ).
Section 2. The purpose of this Section is to promote the objectives of AAJ within the field of commercial law and litigation and to that end to research and study and thereafter educate the membership with respect to commercial law and litigation; to foster programs of continuing legal education in regard to the role of the lawyer and the law in commercial litigation; and to promote information exchange and networking among members practicing commercial litigation.
Section 3. The Policies and Procedures published by AAJ for Litigation Groups and Sections as promulgated on December 19, 1990 and as duly amended by AAJ are incorporated herein by reference and the Section shall operate in full conformity with these policies and procedures.
Section 1. Every member of AAJ, including paralegals and law students, shall be eligible for membership in the Business Torts Section.
Section 2. Every member of AAJ in good standing shall, upon making application by letter or other written communication and paying the applicable dues, be made a member of the Commercial Litigation Section.
Section 1. The officers of this Section shall be a Chairperson, a Chairperson-Elect, a Vice Chairperson and a recording Secretary-Treasurer.
Section 2. The officers shall be nominated and elected in the manner hereinafter provided at such annual meeting of the Section to hold office for the term of one year and until their successors shall have been elected at the Section's meeting at the AAJ Annual Convention.
Section 3. No Chairperson of this Section shall succeed beyond a one-year term and shall not thereafter serve as Chairperson until at least two years have expired since his/her last one-year term as Chairperson.
Section 1. The Executive Committee shall consist of the officers of the Section, the immediate past-Chairperson and the chairpersons of each standing committee of the Section. The Chairperson of the Section shall be the Chairperson of the Executive Committee but shall only have one vote on the Executive Committee.
Section 2. The Executive Committee shall be the governing body of the Section and shall exercise general supervision and control of the affairs of the Section. The Executive Committee shall delegate to the officers of the Section the responsibility to carry out the day to day operations of the Section and shall delegate to the committees of the Section the power necessary to carry out their functions. The Executive Committee may delegate whatever additional functions it may determine to the officers of the Section.
Section 3. The Executive Committee shall retain the right to authorize any expenditure of Section funds; upon prior approval of AAJ's Board of Governors, to approve any public statement to be made in the name of the Section on any subject; to create or abolish committees; to remove any officer, committee chairperson or Section member upon a 2/3 vote of the entire membership of the Executive Committee; and to carry out such other functions as are necessary for the fair and efficient operation of the Section.
Section 4. The majority of the Executive Committee shall constitute a quorum for the transaction of business at meetings thereof. Because of distances which may be involved, the voting of the Executive Committee, other than at the Annual Meeting, may be in person or by conference telephone call. Such conference telephone call votes will be recorded by the Secretary and duly entered upon the minutes, with a copy of such minutes being sent to the Executive Committee. Unless otherwise specified in these bylaws, the Executive Committee shall act upon the majority vote of the members present at a duly authorized meeting. The Executive Committee shall meet at least once each year prior to the annual meeting of the Section and during the Annual Convention of AAJ.
Section 1. Standing Committees devoted to continuing issues related to the operation of the Section shall be established by these bylaws. Additional Standing Committees may be created or existing Committees eliminated by the Executive Committee. The following Standing Committees are hereby established:
A. Publications. The Publications Committee will be responsible for any Section publications, such as directories and newsletters. In addition, this Committee will serve as the liaison with the staff of AAJ publications, including TRIAL, the Advocate, and the law reporters.
B. Education. This committee will be responsible for working with the National College of Advocacy to develop high-quality continuing legal education programs of interest to Section members. At least one member of this committee will be a member of the New Lawyers Section.
C. Long-range Planning. Since the officers of the Section change yearly, Sections need to develop a mechanism whereby they can develop and implement long-range plans. This committee will fulfill this purpose.
D. Liaison. This Committee will be responsible for coordinating the activities of the Commercial Litigation Section with other AAJ Sections -- in particular, the International Practice Section and the New Lawyers Section -- and with AAJ Committees.
Section 2. Ad Hoc Committees shall be established from time to time by the Executive Committee of the Section for the purpose of focusing on issues of generic concern to the members of the Section in their law practices. The initial Ad Hoc Committees shall be established by the officers of the Section.
Section 3. All litigation groups included within the Section shall also serve as litigation topic committees within the Section. A litigation group shall be included within the Section if it is an AAJ group, if it applies for membership in the Section, if all the litigation group members are members of the Section, and if the Executive Committee of the Section approves the application for membership.
Section 4. Membership in a committee other than litigation groups shall be determined by the Chairperson of the Section except as otherwise provided in these bylaws. Except as otherwise provided in these bylaws, the committee membership shall elect its own officers for such terms and to perform such functions as each committee deems appropriate. However, the chairperson of a committee shall not serve for a term of more than two years consecutively and may not be reappointed chairperson of the committee until at least two years after he/she was last chairperson. This limitation shall not apply to those chairpersons who hold the chairpersonship ex officio.
ELECTION OF OFFICERS
Section 1. Election of officers for the Section shall be undertaken during the Annual Convention of AAJ in accordance with the AAJ Section Election Rules as directed by the Bylaws of AAJ.
Section 2. Only those members of AAJ who are in good standing and who have applied for membership in the Section sixty (60) days or more prior to the registration date of the Annual Convention of AAJ shall be eligible to vote at the Annual Meeting of this Section. There shall be no voting by proxy.
Section 3. The Chairperson of the Section shall have the power to fill vacancies among the officers by appointment, such appointee serving until the next Annual Meeting of the Section at the Annual Convention of AAJ.
The Executive Committee shall have the power to establish and set membership dues as necessary for the operation of the Section and the furtherance of its goals, subject to the approval of the AAJ Board of Governors and in accordance with the AAJ Budget Procedures.
DUTIES OF OFFICERS
Section 1. The Chairperson shall serve on the Executive Committee of the Section and shall be the chief executive officer of the Section during his/her term of office and shall preside at all meetings of the Section and the Executive Committee. The Chairperson shall appoint such regional or state Chairpersons as he/she deems necessary and proper to carry out the affairs of the Section within each Circuit or each State.
Section 2. The Chairperson-Elect and the Vice-Chairperson shall serve on the Executive Committee for the Section. They shall be charged with the responsibility of carrying out the purposes of this Section as set forth in Article I, Sections 2 and 3, subject to the overall supervision and authority of the Executive Committee.
Section 3. The Secretary-Treasurer shall record and keep minutes of all the Section meetings. The Secretary-Treasurer shall be the custodian of all books, papers, documents and other property of the Section, subject to the general supervision of the Chairperson of the Section and the Secretary of AAJ. He/she shall keep appropriate records of the receipts of the Section and shall be responsible for such funds, together with such other funds as may come into the possession of the Section by allocation from the Board of Governors of AAJ or from any other sources. He/she shall be responsible for the depositing of such funds with such banking institution as may be designated to be depository by the Executive Committee of this Section. He/she shall be responsible for the disbursements and records of the accounts of such funds.
SECTION 1. THE REGULAR ANNUAL MEETING OF THE EXECUTIVE COMMITTEE AND THE SECTION SHALL BE HELD EACH YEAR DURING THE ANNUAL CONVENTION OF AAJ.
SECTION 2. THE CHAIRPERSON MAY CALL SPECIAL MEETINGS OF THE EXECUTIVE COMMITTEE AT SUCH TIMES AS HE/SHE CONSIDERS NECESSARY FOR THE PROPER CONDUCT OF THE AFFAIRS OF THE SECTION. THE EXECUTIVE COMMITTEE SHALL CALL SPECIAL MEETINGS OF THE SECTION AT SUCH TIMES AS IT CONSIDERS NECESSARY FOR THE PROPER CONDUCT OF THE AFFAIRS OF THE SECTION. BECAUSE OF DISTANCES WHICH MAY BE INVOLVED, THESE MEETINGS MAY BE IN PERSON OR BY CONFERENCE TELEPHONE CALL. CONFERENCE TELEPHONE CALL VOTES WILL BE RECORDED BY THE SECRETARY AND DULY ENTERED UPON THE MINUTES. COPIES OF MINUTES SHALL BE SENT TO THE EXECUTIVE COMMITTEE.
BYLAWS AND AMENDMENTS
SECTION 1. THESE BYLAWS SHALL BECOME EFFECTIVE UPON APPROVAL OF THE BOARD OF GOVERNORS OF AAJ.
SECTION 2. THESE BYLAWS MAY BE AMENDED AT THE ANNUAL MEETING OF THE SECTION, BY A TWO THIRDS VOTE OF THE MEMBERS PRESENT, WHICH AMENDMENTS, HOWEVER, SHALL TAKE EFFECT ONLY UPON APPROVAL BY THE BOARD OF GOVERNORS OF AAJ.
SECTION 3. ALL AMENDMENTS MUST BE OFFERED TO THE CHAIRPERSON AND SECRETARY OF THE SECTION IN WRITING NOT LESS THAN SIXTY (60) DAYS PRIOR TO THE ANNUAL MEETING OF THE SECTION.