The Georgia Association of Black Women Attorneys

Constitution

CONSTITUTION OF THE GEORGIA ASSOCIATION OF BLACK WOMEN ATTORNEYS
(Revised November 2017)

RECOGNIZING that racism is the most serious impediment to the economic, social, and political advancement of Black people and that Black Women and Children are particularly victimized by such racism;

RECOGNIZING that the legal system is inadequate in and of itself to address and redress the peculiar problems of Blacks, especially Black Women and Children;

RECOGNIZING that elimination of the devastating effects of racism requires that new laws be forged, that rights be safeguarded, and that unique, creative, and innovative legal remedies be fashioned;

RECOGNIZING that this struggle cannot be waged or won in the courts alone but through a coalition of community, religious, political, and individual forces and through both legal and extralegal efforts;

RECOGNIZING the strength of Black Women in this community and in the world through their numbers, their contributions, and their abilities;

RECOGNIZING the severe under-representation of Black Women in positions of responsibility in government and in the private sector;

RECOGNIZING that in this community and the world there is a need for analysis of, communication of, and advocacy for issues and conditions that are germane to and affect Black Women and Children;

RECOGNIZING that we are not just lawyers but lawyers who seek to remedy the oppression of all people of color;

WE, the members (also referred to as “the membership”, “the body” or the “organizational or general body”) of the Georgia Association of Black Women Attorneys (“GABWA” or “the Organization”), do hereby author this CONSTITUTION for the purpose of committing our resources collectively to:
1) Identify and analyze legal issues which affect the lives of Black people, and specifically Black Women and Children, in the local, state and national communities;
2) Collaborate with organizations for a mutual exchange of plans and programs toward the achievement of social, political and economic equality for Black people;
3) Educate Blacks, individuals and organizations to the powers and limitations of the court system;
4) Explore and expose remedies which supplement the abilities of the court system and compensate for its inadequacies;
5) Provide for an informed and reliable voice through which the needs and demands of the Black community may be heard;
6) Advocate for more representation by Black Women within the judiciary and public office and wherever laws and policies affecting Black people are made;
7) Take a proactive stance on political issues that affect Black people both locally and nationally; and
8) Take all of the steps necessary to help Black people gain those rights and privileges guaranteed them by law, by morality and by justice.
In furtherance of our mission, The GABWA Foundation, Inc., a non-profit corporation that is organized to generally carry on, conduct, promote, operate and undertake any transaction or operation exclusively for charitable, scientific or educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (or any corresponding provision of any future United States Internal Revenue law), shall facilitate the charitable and educational activities of the Organization with an emphasis on supporting purposes and projects that benefit Black Women and Children in Georgia and their interests.
ARTICLE I – MEMBERSHIP
SECTION 1. DEFINITIONS
Recognizing the purpose for GABWA’s founding, throughout the Constitution, members shall be referred to in the feminine pronoun. However, all references to the feminine gender shall include the masculine gender as well. Further, the use of the singular or plural shall be deemed to include the other whenever the context so requires.
Membership in GABWA is available to any person meeting one of the following criteria:
A. Regular Member
A Regular Member is an individual, current in her dues, who is a law school graduate licensed to practice law in a state, district, or territory of the United States of America.
B. Associate Member
An Associate Member is an individual, current in her dues, who is a non-licensed law school graduate or paralegal working in the legal field with an interest, real or tangential, in the goals of the Organization.

C. Law Student Member
A Law Student Member is an individual, current in her dues, who is enrolled in law school and who has an interest, real or tangential, in the goals of the Organization.
D. Student Associate Member
A Student Associate Member is an individual, current in her dues, who is enrolled in post-secondary educational studies and who has an interest, real or tangential, in the goals of the Organization but does not qualify as a Law Student Member.
SECTION 2. REGIONAL CHAPTERS
There shall be Regional Chapters of the Organization for the benefit of the Organization’s members located in various areas around the State of Georgia. The purpose of the Regional Chapters is to facilitate the involvement of the Organization’s members residing and/or working in all areas of the state. Each Regional Chapter shall have a Regional Vice President who shall be elected pursuant to Article III below. The Regional Chapters shall not collect separate or additional dues, maintain separate or additional organizational agendas, or maintain a separate or additional board of directors. The Board of Directors has the authority to create any new regional chapters or decommission any existing regional chapters.

ARTICLE II – VOTING
Voting in GABWA shall meet the following criteria:
A. A Regular Member shall have one vote. However, a Regular Member is not allowed to vote for the election of officers in the Organization unless she is current in her dues no later than the October General Body meeting.
B. Except for the Student Member-at-Large, Law Student Members and Student Associate Members shall be non-voting members.
C. Associate Members shall be non-voting members.
D. The official membership roster, indicating the membership category of each member, will be maintained by the Vice President of Membership and her committee with the assistance of the Treasurer and Finance Committee.

ARTICLE III – ADMINISTRATION
SECTION 1. BOARD OF DIRECTORS
A. Composition:

1. The governing body of GABWA shall be the Board of Directors. The Board of Directors shall be vested with the power to act on behalf of the Organization in accordance with the Constitution and Bylaws of the Organization. The Board of Directors shall never exceed any more than twenty-one (21) voting members, subject to the election of subsequent Regional Vice Presidents.
2. The Executive Committee of the Board of Directors shall consist of the President, Vice President, Regional Vice Presidents, President-Elect, Secretary, Treasurer, Assistant Treasurer, and Parliamentarian. All members of the Executive Committee shall be elected pursuant to Article III, Section 1(C) below.
3. In addition to the members of the Executive Committee, the remaining members of the Board of Directors shall consist of Vice President, Membership; Vice President, Programs; Vice President, Academies; and Vice President, Communications, each of whom shall be elected pursuant to Article III, Section 1(C) below. Additionally, the Chairs of the Elections Committee, Political Action Committee, and the Judicial Review Committee, and one Student Member-at-Large shall also serve on the Board of Directors but shall be appointed by the President.
B. Meetings; Voting Rights; Adoption and Appointment
1. The Board of Directors shall meet at least once a month for the purposes of conducting the business of the Organization and shall report all action taken by it at the Organization’s next regularly scheduled meeting. The business affairs of the Organization may only be conducted when two-thirds of the members of the Board of Directors are present. Any action of the Board of Directors shall be deemed adopted by the full Board of Directors when a simple majority of the Directors present have approved the action. When exigent circumstances require immediate action, the Executive Committee shall be authorized to decide and act on the response as it deems appropriate. In the event of a tie vote among the Board of Directors or Executive Committee, the below described protocol shall apply. The Board of Directors may adopt such rules, policies, and procedures for the conduct of its business as shall be deemed advisable and may, in the execution of powers granted, appoint subcommittees or agents to carry out the business of the Organization as directed by the President.
2. Each member of the Board of Directors shall be entitled to one vote only, whether the member is elected or appointed to the Board of Directors. In the event of a tie vote on any matter considered by the Board of Directors, the vote shall not pass. For example, if there are ten (10) votes in favor of a motion and ten (10) votes against, the tie remains and the motion cannot pass. It shall be the responsibility of each member of the Board of Directors to faithfully administer the Constitution and Bylaws of the Organization.

C. Election:

1. Regular Members, current in their dues at the time of their nomination, are eligible for any elected office, subject to the criteria below:

(a) Only individuals who have: (i) been a Regular Member of the Organization for at least twenty-four (24) months immediately preceding the year in which they would hold the office of President-Elect and Vice President; and (ii) served on the Board of Directors (to include past service on the formerly known Executive Board) for a minimum of two (2) terms immediately preceding their nomination as set forth in Article III, Section 2 below shall be eligible to run for those offices.

(b) Only individuals who have been Regular Members of the Organization for at least twelve (12) months and served on at least one (1) committee shall be eligible to run for a position on the Board of Directors, except those individuals seeking to run for Regional Vice President, who shall only be required to be Regular Members of the Organization for at least twelve (12) months prior to running for the position of Regional Vice President.

2. Regular Members shall only accept one nomination and serve in only one elected office per term. These requirements shall not apply to PAC-elected members. For purposes of electing any individual to office, a quorum shall consist of ten percent (10%) of the Regular Members of the Organization. This quorum requirement shall also apply to Runoff Elections and Special Elections as set forth in Bylaw Five.

D. Duties:
1. President. The President shall be the Chair of the Board of Directors. The President shall plan, schedule, and preside at General Body and Board of Directors meetings of the Organization. The President shall have and exercise general charge and supervision of the affairs of the Organization and shall perform such other duties as may be assigned to her by the Board of Directors. The President shall appoint the Chair of each Standing Committee, except for the Communications, Finance and Membership Committees, and shall be an ex-officio member of each Standing Committee.

2. President-Elect. The President-Elect shall perform such duties as the President and Board of Directors may assign and, except as otherwise provided, the duties of the President or Vice President, if one is unable to perform her duties or is absent from a meeting where she would otherwise preside. The President-Elect’s primary function shall be to plan for the upcoming year. The President-Elect shall succeed the President commencing on January 1 of each year.

3. Vice President. The Vice President shall perform the duties of the President in her absence, disability, or at the President’s request. The Vice President also shall be responsible for ensuring that each Standing Committee is fully operational and abiding by the Organization’s Constitution and Bylaws, the policies of the Organization and the Standing Committee’s policies and procedures, if applicable.

4. Regional Vice President. The Regional Vice Presidents shall present the ideas, concerns, and issues of members residing and/or working in their respective Regions to the President and Board of Directors. The Regional Vice Presidents shall themselves reside in the greater metropolitan Region that they represent. The Regional Vice Presidents shall coordinate the Organization’s meetings or other activities in their respective Regions at the President’s request. Regional Vice Presidents shall serve as a point of contact and information for members and others in their respective Regional areas. The Regional Vice Presidents shall maintain communication with the President via telephone, mail, and any other effective means.

5. Secretary. Except as otherwise provided herein, the Secretary shall keep the minutes, books, documents, and records of the Board of Directors and General Body meetings and any other meetings of the Organization as directed by the President. The Secretary shall also receive and keep all reports to the Organization, receive all incoming correspondence and communications to the Organization and distribute all official requests.

6. Treasurer. The Treasurer shall formulate the annual budget in consultation with the President and such budget shall be subject to the approval of the Board of Directors. The Treasurer shall monitor the administration of the budget, supervise the receipts and make a monthly financial report to the Board of Directors. The Treasurer shall maintain custody of all funds, property, securities, and financial books and records of the Organization. The Treasurer shall have specific signatory authority to write checks for expenditures as directed by the Board of Directors. The Treasurer shall receive all funds and entrust them to the Assistant Treasurer for deposit in the appropriate accounts. The Treasurer shall be responsible for responding to all Internal Revenue Service (“IRS”) inquiries and preparing or overseeing the preparation of all documentation for filing with the IRS. Further, the Treasurer shall serve as chair of the Finance Committee and oversee the Assistant Treasurer and certain other direct reports as set forth in the Bylaws. The Treasurer shall have served on the Finance Committee for at least one year prior to her election and shall be eligible for bonding.

7. Assistant Treasurer. The Assistant Treasurer shall assist the Treasurer with the maintenance of all funds, property, securities, and financial books and records of the Organization. The Assistant Treasurer shall properly record the receipt of all funds in the appropriate financial ledger prior to depositing the funds in the appropriate accounts. Further, the Assistant Treasurer shall serve on the Finance Committee and report directly to the Treasurer. The Assistant Treasurer shall have served on the Finance Committee for at least one year prior to her election and shall be eligible for bonding.

8. Parliamentarian. The Parliamentarian shall assist the President in maintaining order at all meetings and shall advise the President on proper procedure per the most current edition of Robert’s Rules of Order. The Parliamentarian shall maintain the most recently revised versions of the Constitution and Bylaws, the policies of the Organization and all policies and procedures enacted by the Standing Committees to address any questions that arise at the Board of Directors meetings. The Parliamentarian shall also periodically review the Constitution and Bylaws, the policies of the Organization and all Standing Committee policies and procedures and make suggestions for updates.

9. Vice President of Membership. The Vice President of Membership shall be responsible for maintaining and updating the Organization’s membership roster. The Vice President of Membership also shall serve as chair of the Membership Committee in addition to overseeing certain direct reports as set forth in the Bylaws.

10. Vice President of Programs. The Vice President of Programs shall be responsible for overseeing the creation and promotion of activities for the purpose of fostering positive mentoring relationships with the Organization’s Student Members and increasing overall interest, membership and involvement in the Organization. The Vice President of Programs shall periodically assess existing programs and make recommendations and suggestions for improvement and assist the President with the continuing development of program priorities for the Organization. The Vice President of Programs shall also assist with the ongoing development of the Organization’s community service initiatives. The Vice President of Programs shall oversee certain direct reports as set forth in the Bylaws.

11. Vice President of Academies. The Vice President of Academies shall be responsible for ensuring that the continued needs of GABWA’s Academies are met and the professional standards are maintained. The Vice President of Academies shall oversee certain direct reports as set forth in the Bylaws.

12. Vice President of Communications. The Vice President of Communications shall be responsible for maintaining the website and the Organization’s electronic communication platforms in order to achieve effective communication among the membership. The Vice President of Communications shall also be versed in technology and oversee the Organization’s social media and publicity efforts and publication of the Newsletter.

13. Chair, Elections Committee. The Chair of the Elections Committee shall receive the nominations for candidates for election to the Board of Directors and PAC and administer and oversee the Board of Directors and PAC elections. The Elections Chair shall also chair the Elections Committee and report directly to the President.

14. Chair, Political Action Committee. The Chair of the Political Action Committee (“PAC”) shall chair said committee and report directly to the President. The PAC Chair shall oversee PAC’s review of state and local judicial candidates and non-judicial candidates for elected positions and submit PAC’s recommendations to the body for a vote regarding the Organization’s endorsement. The PAC Chair shall serve as the spokesperson for PAC when recommending to the body the Committee’s opinions concerning substantive state and local legislation and any and all federal legislation of interest to the organizational body.

15. Chair, Judicial Review Committee. The Chair of the Judicial Review Committee (“JRC”) shall chair said committee and report directly to the President. The JRC Chair shall oversee the JRC’s review of judicial applicants for vacancies and submit the JRC’s recommendations to the appropriate Judicial Qualifying Committee(s) within the relevant jurisdiction(s). The JRC Chair shall serve as the spokesperson for the JRC when informing the body of significant legal decisions and the performance of federal, state and local judges.

16. Student Member-At-Large. The Student Member-At-Large shall serve as the Organization’s representative to the Georgia law schools and coordinate and meet with the student members to report to the Board of Directors the students’ needs and concerns. Only law students who have been Law Student Members of the Organization for at least one (1) academic year shall be eligible to be appointed as Student Member-at-Large. The Student Member-At-Large shall report directly to the President.

E. Vacancies:

The President shall fill any vacant position on the Board of Directors by appointment except that of President-Elect, which shall be filled by special election in accordance with the Election policies and procedures. If the Presidency is vacant, the Vice President shall ascend to the Presidency.

SECTION 2. TERM
The term of office for all members of the Board of Directors shall be one (1) calendar year commencing on January 1 of each year. Each Director shall serve in their position for a term of one (1) year.
The term of office for all elected PAC members shall be for two (2) years commencing on January 1 of each biennial year that a PAC seat is up for election. Up to eight (8) members shall be elected to serve on PAC for these two (2) year terms and said terms shall be staggered.

ARTICLE IV – COMMITTEES
SECTION 1. STANDING COMMITTEES
GABWA will conduct its affairs through the Standing Committees outlined in the Bylaws, each led by a Chair, at the President’s discretion.

SECTION 2. AD-HOC COMMITTEES AND PROGRAMS
The President has the discretion to create Ad-Hoc Committees and Programs to ensure that the Organization’s goals and objectives are met. The President also has the discretion to determine which member of the Board of Directors shall oversee the Chair of any ad hoc committee or program that may be promulgated by the President for the year.

SECTION 3. POLICIES & PROCEDURES OF COMMITTEES
Committees are permitted to operate in accordance with policies and procedures established by the committee and approved by the Board of Directors. Each Committee having its own policies and procedures shall first be governed by the Organization’s Constitution and Bylaws.

ARTICLE V – CONSTITUTIONAL AMENDMENTS
The Constitution shall be amended upon a two-thirds vote of the votes cast by Regular Members after they have been provided notice of the proposed amendment(s) and the date, time and location of the meeting at which the membership will vote on the proposed amendment(s).
For purposes of this Article only, “notice” shall be: (1) an announcement at the regularly scheduled General Body membership meeting immediately preceding the meeting at which the proposed amendments will be voted; and (2) at least ten (10) days written notice to the membership via the Organization’s electronic communication platforms.
For purposes of amending the Constitution, a quorum shall consist of fifteen percent (15%) of the Regular Members of the Organization.

ARTICLE VI – BYLAWS
The Constitution of the Organization shall be carried out in accordance with its current Bylaws as adopted by the Board of Directors.

 

AMENDED AND RESTATED BYLAWS OF THE GEORGIA ASSOCIATION OF BLACK WOMEN ATTORNEYS

(Amended July, 2017)

 

These Bylaws shall become effective as of January 1, 2018, except Bylaw Six, which shall take effect immediately upon the adoption of the Bylaws by the Organization’s Board of Directors.

BYLAW ONE:    DUES

(a)       Amount of dues shall be as follows:

Regular Members:                           $100.00

Associate Members:                         $80.00

Law Student Members:                   $30.00

Student Associate Members:          $30.00

(b)       Due Date:

Membership in this Organization for Regular and Associate Members shall be from year-to-year, commencing on January 1 of each year. The term of membership for Student Members shall run from September 1 of each year through August 31 of the next. Membership for Student Members in their final year of study shall expire on December 31 of the year in which they graduate.

Regular and Associate Members shall pay dues by January 31 of each year. Law Student and Student Associate Members shall pay dues by September 30 of each year.

BYLAW TWO:    MEETINGS

(a)       Board of Directors Meetings

The Board of Directors shall meet the first Tuesday of the month, except when notice of an alternative date is provided, and shall report any action taken at the next regular meeting of the membership. The President shall provide written notice of said alternative meeting date to the membership at least five (5) days in advance of the meeting via the Organization’s electronic communication platforms. When exigent circumstances require immediate action, the Board of Directors is authorized to decide and act on the response deemed appropriate by the Board of Directors. The membership may attend Board of Directors meetings.

 

(b)       General Body Meetings

Every effort shall be made to hold the regular meetings of the general body of the Organization on the third Thursday of every month.

Every effort shall be made to hold the August meeting in an active regional area on a Saturday to be determined by the President and the hosting Regional Vice President. If the August meeting cannot be held in one of those areas, the location shall be determined by the President.

Likewise, every effort shall be made to hold a regional meeting during the annual State Bar Convention, the time and date of which shall be determined by the President.

(c)       Special Meetings

Special meetings of the general body may be called by the President, with the approval of the Board of Directors, for exigent circumstances.

(d)      Quorum          

For purposes of conducting business during a General Body meeting, a quorum shall consist of ten percent (10%) of the Regular Members of the Organization.

(e)       Order of Business

The order of business at the regular General Body and Board of Directors meetings shall follow the most current edition of Robert’s Rules of Order. The order of business may be altered or suspended at any meeting by a majority vote of the Regular Members present. The usual parliamentary rules as set forth in Robert’s Rules of Order shall govern. However, the rank order of authority of the Organization’s documents shall be as follows: (1) the Constitution and Bylaws; (2) the policies and procedures of the Organization and its Standing Committees; and (3) Robert’s Rules of Order. Thus, where Robert’s Rules of Order diverge from the Organization’s governing documents, the above hierarchy shall control.

BYLAW THREE:    STANDING COMMITTEES

GABWA will conduct its affairs through the following Standing Committees, each led by a Chair, at the President’s discretion, except that the Communications Committee shall be chaired by the Vice President of Communications, the Finance Committee shall be chaired by the Treasurer and the Membership Committee shall be chaired by the Vice President, Membership, all of whom shall be elected pursuant to Article III, Section 1(C) of the Constitution.

  1. Awards and Sponsorships Committee. The Awards and Sponsorships Committee shall review all requests for sponsorships received by the Organization and make recommendations to the Board of Directors regarding those sponsorship requests that the Organization should consider or decline. Further, the Awards and Sponsorships Committee shall identify those members and/or supporters of the Organization that meet the qualifications for those awards brought to the Organization’s attention and prepare the nomination package for submission on behalf of the Organization and/or its nominee. The Awards and Sponsorship Committee Chair shall report directly to the Vice President of Membership.
  2. Communications Committee. The Communications Committee shall be responsible for maintaining and updating the website and the Organization’s electronic communication platforms in order to achieve effective communication among the membership. The Communications Committee shall also make recommendations to the Vice President of Communications regarding the procurement of those services necessary for the Vice President of Communications to carry out the functions of her position. In addition to those members who wish to serve on the Communications Committee, the committee shall also consist of a Social Media Manager, Publicity/External Communications Manager, and Historian, all of whom shall report directly to the Vice President of Communications. The Newsletter Committee Chair shall be an ex-officio member of the committee.
  3. Community Service Committee. The Community Service Committee shall become directly involved with the community by formulating and implementing projects that respond to the immediate and long-term needs of the people in the community. Furthermore, the Community Service Committee shall spearhead GABWA’s efforts to: (1) sponsor at least one annual project with a designated beneficiary; (2) perform other projects throughout the year for the benefit of the community; and (3) facilitate pro bono opportunities. The Community Service Committee Chair shall report directly to the Vice President of Programs.
  4. Finance Committee. The Finance Committee shall assist the Treasurer with the intake and accounting of all funds brought into the general treasury of the Organization and shall assist the President with developing strategic partnerships within the business community. The Finance Committee shall also have the ability to work on forward-looking budgets that will help advance the financial stability of the Organization.
  5. Fundraising Committee.  The Fundraising Committee shall raise funds for the general treasury of the Organization or for other specific purposes as determined by the President in consultation with the Treasurer. A subcommittee of the Fundraising Committee shall be the Glitter Gala and Auction subcommittee. The Fundraising Committee Chair shall report directly to the Treasurer.
  6. Inter-Bar Relations Committee.  The Inter-Bar Relations Committee shall establish and maintain relationships with various legal organizations consistent with fostering the Organization’s commitment to collaboration. The Inter-Bar Relations Committee Chair shall report directly to the Vice President of Membership.
  7. Judicial Review Committee.  The Judicial Review Committee shall review and rate federal, state, and local judicial applicants for vacancies and make recommendations to the appropriate Judicial Qualifying Committee(s) within the relevant jurisdiction(s). The Committee may also concern itself with monitoring the performance of judges and significant legal decisions that may impact or relate to GABWA’s mission and informing GABWA’s membership of the same.
  8. Legal Education Committee. The Legal Education Committee shall develop and facilitate legal educational programs for the benefit of the membership and the greater community. A subcommittee of the Legal Education Committee shall be the Traveling CLE subcommittee. The Legal Education Committee Chair shall report directly to the Vice President of Academies.
  9. Legally Speaking Committee.  The Legally Speaking Committee shall ensure the production and distribution of a multimedia show entitled “Legally Speaking.” The show may be disseminated by any appropriate multimedia means. “Legally Speaking” is a community outreach effort with the goal of further enhancing GABWA’s broader mission of empowering Black Women and Children. The show’s aim is to provide essential legal information to an audience that typically may have limited legal knowledge. The show does not and should not provide “legal advice.” The Legally Speaking Committee Chair shall report directly to the Vice President of Programs.
  10. Membership Committee.  The Membership Committee shall assist the VP of Membership with maintaining the membership roster as well as plan and promote member-oriented social activities, undertake certain membership initiatives and develop and implement membership benefits for the purpose of increasing and retaining membership in the Organization. The Membership Committee shall also create and maintain current membership applications and coordinate the involvement of members and others in the Organization’s Standing Committees and in the activities of said Standing Committees.
  11. Newsletter Committee.  The Newsletter Committee shall develop the content for and edit and publish the Organization’s newsletter not less frequently than quarterly. The Newsletter Committee Chair shall report directly to the Vice President of Communications.
  12. L. Elections Committee. The Elections Committee shall receive the nominations for candidates for election to the Board of Directors and PAC, administer the election of said Directors and PAC-elected members and put forth recommendations for amendments to the Elections process to the Board of Directors. The Elections Committee shall consist of a maximum of six (6) Regular Members of the Organization who will not be eligible for elective office.
  13. Political Action Committee. The Political Action Committee (“PAC”) shall closely follow the proposals, developments, and enactment of all state and local legislation, as well as any and all federal legislation of special interest to the Organization. Where appropriate, PAC shall analyze the substance of such legislation and recommend to the body its opinion concerning the same. Upon approval of the membership, PAC shall be directed to take appropriate action to: (1) render any assistance sought by elected officials in lobbying for legislative change; (2) engage in the endorsement of state and local judicial candidates and candidates for public office; (3) draft or assist in drafting legislation necessary for the good of the Organization and the public; and/or (4) encourage passage of such legislation.
  14. N. Regional Development Committee. The Regional Development Committee shall assist the Regional Vice Presidents with planning and promoting activities for the purpose of increasing membership in the regions and put forth recommendations for additional regions that should be targeted by the Organization and/or those existing regional chapters that should be decommissioned.  The Regional Development Committee Chair shall report directly to the President. 
  15. Student Programs Committee. The Student Programs Committee shall create and promote activities for the purpose of fostering positive mentoring relationships with the Organization’s Student Members and increasing student membership and involvement in the Organization. The Student Programs Committee Chair shall report directly to the Vice President of Programs.
  16. Sections. The Sections Committee shall oversee and support the Organization’s sections, which are defined as those specialty or affinity groups that focus on a unique area of law or business or are linked by a common interest or purpose and meet separate and apart from the Organization in order to allow for more in-depth examination of issues, recent case law trends and legislation, and national trends which uniquely impact each specialty or affinity group. The Sections Committee shall be comprised of the Chairs of each section, and the President shall appoint a Chair of the Committee who does not also serve as a Chair of one of the sections. The Sections Committee Chair shall report directly to the Vice President of Membership.
  17. Special Events Committee. The Special Events Committee shall plan, organize, and budget for all one-time or reoccurring Special Events that occur outside of the Organization’s normal programs or activities. The Special Events Committee Chair shall report directly to the President.

 

 

 

BYLAW FOUR:    POLICIES & PROCEDURES

(a)       Board of Directors Adoption and Approval      

The Board of Directors shall review and evaluate for potential adoption the initial draft and any amendments to the Organization’s policies and any Standing Committee’s policies and procedures. These policies and procedures shall be adopted and approved pursuant to Article III, Section 1(B) of the GABWA Constitution.

(b)       Maintaining the Policies and Procedures

The Chair of the respective committee and the Organization’s Parliamentarian shall maintain the Standing Committee’s policies and procedures.

BYLAW FIVE:    ELECTIONS

(a)       Elections       

The Organization’s Directors, excluding the Chairs of the Elections Committee, the Political Action Committee, and the Judicial Review Committee, and PAC-elected members shall be elected at the November General Body meeting, except as provided below in sections (b) and (c) of this Bylaw. A majority of votes cast for each such office shall be required to elect the candidate to each such position. The elected Directors and PAC-elected members shall ascend to office effective January 1 of the upcoming year and shall serve in their elected position as outlined in Article III, Section 2 of the Constitution.

(b)       Runoff Elections       

If a candidate for any elected Director position or PAC-elected member does not receive a majority of the votes cast as required by section (a) of this Bylaw, a runoff election shall be held in accordance with the Elections policies and procedures.

(c)       Special Elections  

When a vacancy occurs for President-Elect or a PAC-elected member, and the election of a PAC-elected member at the November General Body meeting is impracticable, a special election shall be had in accordance with the Elections policies and procedures and the PAC policies and procedures.

(d)      Nominations

The Elections Committee shall determine the eligibility of the nominees for the Board of Directors and PAC and administer the election. Nominations shall close at the conclusion of the October General Body meeting.

(e)       Electronic Ballots

Electronic ballots may be obtained from the Elections Committee not more than two (2) weeks prior to the November General Body meeting. The Elections Committee shall maintain a list of members having voted by electronic ballot in that election.

(f)       Proxy and Absentee Voting

Votes by proxy or absentee ballot shall not be accepted.

BYLAW SIX:    ELECTRONIC VOTING

           The Board of Directors may adopt policies and procedures by which it or the Organization may vote on the affairs of the Organization through electronic means.

BYLAW SEVEN:    AMENDMENTS TO THE BYLAWS

The Bylaws may be amended by the Board of Directors at any regularly scheduled Board of Directors meeting in the manner prescribed by Article III, Section 1(B) of the GABWA Constitution. Directors shall be deemed present at any regularly scheduled meeting when in attendance either in person or telephonically. All Directors shall be provided with at least ten (10) days written notice of the proposed amendment and the date, time and location of the meeting at which that amendment will be considered. In the event of a tie vote on any proposed amendment, the vote shall not pass.

BYLAW EIGHT:    LIMITATION ON THE EXECUTIVE BOARD

Neither the Board of Directors nor any committee shall have the power to endorse candidates for office or judicial position on behalf of GABWA, borrow money in the name and on behalf of GABWA or incur a financial obligation by way of contract in excess of $15,000.00 on behalf of GABWA without the express consent of a majority of the Board of Directors as defined by Article III, Section 1(B) of the GABWA Constitution.

BYLAW NINE:    LIABILITY

By undertaking membership in this Organization, no member is deemed to be a partner, shareholder, or any other legally recognizable entity in relation to the Organization for any purpose.

No member, director, agent or employee of the Organization shall be liable for the act or failure to act of any other member, director, agent, or employee of the Organization. Nor shall any member, director, agent or employee of the Organization be liable for her acts or failure to act under these Bylaws, excepting only acts or omissions arising out of her willful misfeasance or cross negligence.

BYLAW TEN:    INSURANCE

To the extent permitted by Georgia law, the Organization shall purchase and maintain Directors and Officers liability insurance and any other insurance as deemed necessary on behalf of itself and any person who is or was a director or member of the Board of Directors.

BYLAW ELEVEN:    SUSPENSION OF THE BYLAWS

When circumstances, expediency or strong assembly determination on behalf of a cause or proposition, that could not have been foreseen, make the suspension of the Bylaws necessary to effectuate the cause or proposition, the Bylaws shall be suspended only by a unanimous vote of the voting members present.

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