Bylaws

BYLAWS OF THE GEORGIA ASSOCIATION OF BLACK WOMEN ATTORNEYS (Revised December 2014)

BYLAW ONE:    DUES

(a)        Amount of dues shall be as follows:

Regular Members:        $100.00

Associate Members:     $80.00

Law Student Member:   $30.00

Student Associate Member:  $30.00

(b)        Due Date:

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.  The Executive Board may impose restrictions for non-payment of dues.

BYLAW TWO:    MEETINGS

(a)        Executive Board Meetings.

The Executive Board shall meet at least once a month and shall report any action taken at the next regular meeting of the membership. When exigent circumstances require immediate action, the Executive Board is authorized to decide and act on the response deemed appropriate by the Executive Board. The membership may attend Executive Board 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 Executive Board, for exigent circumstances.

(d)        Quorum.

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

(e)        Order of Business.

The order of business at the regular General Body and Executive Board 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 members present.  The usual parliamentary rules as set forth in Robert’s Rules of Order shall govern.

BYLAW THREE:    POLICIES & PROCEDURES OF THE COMMITTEES

(a)        Executive Board Adoption.

The Executive Board shall review and evaluate for potential adoption the initial draft and any amendments to any committee’s policies and procedures.

(b)        Maintaining the Policies and Procedures.

The Chair or co-Chairs of the respective committee and the Secretary shall maintain the committee’s policies and procedures.

BYLAW FOUR:    ELECTIONS

(a)        Elections.

Officers 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 officers and PAC-elected members. The elected officers and PAC-elected members shall ascend to office effective January 1 of the upcoming year.

(b)        Runoff Elections.

If a candidate for any office or PAC-elected member does not receive a majority of the votes cast as required by sub-section (a) of this Bylaw, a runoff election shall be had in accordance with the Elections Policies and Procedures.

(c)        Special Elections.

When a vacancy occurs for 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.

Each year, the President shall appoint an Ad Hoc Elections Committee. This committee shall consist of a maximum of six Regular Members of the Organization who will not be eligible for elective office. The Elections Committee shall determine the eligibility of the nominees for officers 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 Election Committee shall maintain a list of members having voted by electronic ballot in that election.

(d)        Proxy and Absentee Voting.

Votes by proxy and/or absentee ballot shall not be accepted.

BYLAW FIVE:    ELECTRONIC VOTING

The Executive Board may adopt policies and procedures by which it or the Organization may vote on the affairs of the Organization through electronic means. Electronic voting may not be utilized to amend the Constitution or Bylaws of the Organization.

BYLAW SIX:    AMENDMENTS TO THE BYLAWS

The Bylaws shall be amended by the Executive Board at any regularly-scheduled Executive Board meeting by a two-thirds vote of the Executive Board members in attendance at that meeting. All Executive Board members 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.

BYLAW SEVEN:    LIMITATION ON THE EXECUTIVE BOARD

Neither the Executive Board nor any committee shall have the power to endorse candidates for office or borrow money without the express consent of a majority of the Regular Members present at a meeting of the Organization.

BYLAW EIGHT:    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, officer, agent or employee shall be liable for the act or failure to act of any other member, officer, agent, or employee of the association. Nor shall any member, officer, agent or employee 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 NINE:    INSURANCE

To the extent permitted by Georgia law, the Organization shall purchase and maintain Director and Officer and general liability insurance on behalf of itself and any person who is or was an officer or member of the Executive Board.

BYLAW TEN:    SUSPENSION OF THE BYLAWS

When circumstances, expediency or strong assembly determination in 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.