ARTICLE 1 – Name
Section 1.1 Name
The Corporation shall be known as and do
business as Lake County Bar Association hereinafter referred
to as "Corporation".
ARTICLE II – Membership
Section 2.1 Membership
There shall be two classes of membership.
A. General Membership: Any person who has
been admitted to the practice of law in the State of Ohio,
and is in good standing with the Supreme Court of Ohio,
shall be eligible for general membership.
B. Associate Membership: Any person who
holds a paralegal degree, certificate, or has received
suitable training and is employed or retained by a lawyer,
law office, corporation, governmental agency or other entity
and who performs substantive legal work for which a lawyer
is responsible shall be eligible for associate membership.
Associate members are non-voting members of the corporation.
Associate members shall not be appointed to
the Grievance Committee, Judicial Selection/Endorsement
Committee, and the Admissions/Application to the Bar
Committee.
Section 2.2 Election of Members
A. An applicant qualified for general
membership in the Corporation shall become a member upon
approval of the application by the membership Committee and
the payment of current dues then applicable to him.
B. An applicant qualified for associate
membership in the Corporation shall become an associate
member upon approval of the application by the membership
Committee and the payment of current dues applicable to him.
Section 2.3 Dues
The Board of Trustees (hereinafter called
the Board) shall establish dues for membership in the
Corporation.
Section 2.4 Termination of Membership
A member of the Corporation may resign from
membership at any time. Upon his reapplication for
membership, the Board may determine the requirements for
payment of arrearages before acting upon his application.
ARTICLE III – Board of Trustee
Section 3.1 Members
A.
There shall be a
Board consisting of: the President; the
Vice-President; the Treasurer; the Secretary; the
immediate Past-President for the one (1) year period
following the expiration of his term of office as
President; three (3) elected members who shall be
general members in good standing of the Corporation,
one (1) of whom shall be elected each year pursuant
to Article V, Nominations and Elections for these
regulations; a person who represents Lake County as
a district representative to the Ohio State Bar
Association, if such person is a general member of
the Corporation; and a person who is the delegate to
the Ohio State Bar Association if such a person is a
general member of the Corporation.
B.
Any vacancy in the
membership of the Board may be filled for the
unexpired term by the Board.
Section 3.2 Powers and Duties
A. Subject to the
provisions of these Regulations, the Board shall
determine the policies of the Corporation and manage
its affairs.
B.
All appropriations of
funds of the Corporation shall be made by the Board.
C.
From time to time the
Board shall cause to be examined the accounts of the
Treasurer and shall report thereon to the
Corporation at least once a year.
Section 3.3 Meetings
A. The Board shall meet at
least once each month at such time and place as determined
by the President or a majority of the Board.
B.
The President may call special meetings of the Board when
desirable in his judgment, and he shall call such meetings
when requested in writing by three (3) members of the Board
or by ten (10) members of the general membership.
C.
Notice of each meeting shall be given to each member of the
board by U. S. mail, electronic mail, telegram, telephone,
or in person.
D.
Six (6) members of the Board present at a meeting shall
constitute a quorum. The act of a majority of the members of
the Board shall be the act of the Board, except as otherwise
provided in these Regulations.
E. If
a Board member is absent from two-thirds (2/3) or more of
the meetings scheduled in any six(6) month period, such
member shall be removed from the Board, unless such Board
member establishes good cause for such absences.
ARTICLE IV- Officers
Section 4.1 Officers
The elected officers of the Corporation
shall be a President, a Vice-President, a Treasurer, and a
Secretary. The officers shall be members of the Corporation.
Section 4.2 Duties of the President
The President shall be the chief executive officer of the
Corporation. He shall preside at all meetings and shall have
powers and duties as are in these Regulations and as the
Board from time to time assigns.
Section 4.3 Duties of the Vice-President
During the absence or disability of the
President, the Vice-President shall assume the duties of the
President and the Vice President shall have such additional
powers and duties as the Board from time to time assigns.
Section 4.4 Treasurer
The Treasurer shall collect and, subject to
the control of the Board, shall disburse funds of the
Corporation. He shall report at each Board meeting the
amount of the funds received and disbursed by him. He shall
keep regular accounts which at all times shall be open to
inspection by the membership. He shall report to the
membership the finances of the Corporation at the Annual
Meeting and shall perform such other duties of his office as
may be required by the Board.
Section 4.5 Secretary
The Secretary shall prepare and maintain the
minutes of the Board and meetings of the membership. The
Secretary shall also be responsible for the publication of
the newsletter of the Corporation and perform such other
duties as directed by the Board. The Secretary shall present
the minutes of each Board meeting to the membership within
thirty (30) days of each Board meeting.
Section 4.6 Term
Each officer provided for herein shall hold
office for one year or until his successor has been duly
elected or appointed.
Section 4.7 Vacancies
The vacancy in any office shall be filled
for the unexpired term by appointment by the Board, except
that if the office of the President becomes vacant, the
Vice-President shall fill such office. If both the offices
of President and Vice-President become vacant, they shall
then be filled by election by the Corporation’s membership
either at the next regular election or by a special election
to be held in such manner as the Board determines.
ARTICLE V – Nominations and Elections
Officers and Board Members shall be elected
as follows:
A. At
least ninety (90) days prior to the annual meeting of the
Corporation, the President shall announce the appointment of
a Nominating Committee consisting of five (5) immediate Past
Presidents who are members in good standing of the
Corporation or its predecessor Association.
B. At
least seventy (70) days prior to the annual meeting of the
Corporation, the Nominating Committee shall:
1.
Nominate, from the
roster of the general members in good standing of
the
corporation, at least one (1) candidate for each
of the offices of President,
Vice President, Treasurer, and Secretary.
2. Nominate at least one
(1) candidate for each place on the board which
is
to be filled at the annual meeting, which nominees
shall be from the
roster of the general members in
good standing of the corporation.
3.
C.
Any additional candidate or candidates for any of the
offices to be filled may be nominated by petition bearing
the signatures of not less than fifteen (15) general members
in good standing of the Corporation. Said petition shall be
filed with the President of the Corporation not later than
fifteen (15) days after the date of the mailing of the
Nominating Committee’s report referred to above in Article
V, section (B) (4).
D. If
for any elective office there are more candidates than the
number to be elected, the entire list of those nominated for
such office shall be printed in alphabetical order on a
ballot, and at least (3) days before the annual meeting, the
President shall cause a ballot to be mailed to all general
members in good standing of the Corporation, whereupon the
general members, after indicating their votes thereon shall
mail or deliver the ballots to the office of the
Corporation. Only those ballots received at the office of
the Corporation on or before the day preceding the day on
which the annual meeting is held shall be counted.
At or before the annual meeting the President shall appoint
five (5) tellers who shall count the ballots and announce
the results thereof at the annual meeting.
E. The
election of unopposed candidates shall be made by motion at
the annual meeting.
There shall be no nominations from the
floor.
ARTICLE VI – Meetings of the Corporation
Membership
Section 6.1 Annual Meeting
The annual meeting shall be held in June of
each year at such hour and place as shall be fixed by the
Board.
Section 6.2 Procedure
All meetings shall be governed by the most
recent edition of Roberts Rules of Order.
ARTICLE VII – Committees
Section 7.1 Membership Committee
The membership committee shall be a standing
Committee. Its members shall be appointed annually.
Section 7.2 Special Committees
The Board may from time to time, upon the
recommendation of the President, create special committees.
Committees shall, when necessary, prepare rules for their
governance, not inconsistent with these by-laws, which shall
become effective when approved by the Board.
Section 7.3 Appointment
A. The President, after consultation
with the Board, shall appoint all members of all Committees.
The President shall be a non-voting, ex-officio member of
all committees.
B. The President shall not re-appoint
to a committee any member who failed to attend at least
one-half (1/2) of the committee’s meetings in the previous
year.
Section 7.4 Liaison
The President shall appoint to the standing
committee and each special committee a member of the Board
as a non-voting member of such committee for the purpose of
liaison between the committee and the Board.
Section 7.5 Chairman
The President shall designate the Chairman
of each committee with the advice and approval of the Board.
Section 7.6 Quorum
Fifty percent (50%) of the members of each
Committee shall constitute a quorum for the transaction of
any business assigned to it, unless a different requirement
for a quorum is provided in the rules of the committee which
have been promulgated and adopted by the Board of Trustees.
Section 7.7 Removal and Vacancies
The President, with the advice and approval
of the Board, may remove any member of any Standing
Committee or Special Committee for failure to attend to his
duties and may fill for the unexpired term any vacancy in
any such committee or in the office of chairman.
ARTICLE VIII – Amendment of the By-Laws
Section 8.1 Quorum
The by-laws may be amended at a meeting of
the membership at which at least fifty (50) general members
in good standing are present, by a majority vote of those
members present.
Section 8.2 Meeting Notice
Written notice of a meeting to amend these
by-laws must be given to all general members in good
standing at least fourteen (14) days in advance of such
meeting.
ARTICLE IX – Terms
Section 9.1
All reference to the masculine gender
shall be deemed to include the feminine gender.