Bylaws

Labor and Employment Law Bylaws

Article I
Name/Purpose

§1 Name
The name of this section shall be the Labor & Employment Law Section (hereinafter “section”) of the Tennessee Bar Association (TBA).

§2 Purpose
The purpose of this section shall be to assist the lawyer engaged in the practice of employee relations and labor law and to enhance his /her role, broaden knowledge and increase skill through the dissemination of information and material on the subjects of interest and concern and to provide for a medium through which such lawyers may cooperate, encourage and assist each other in the solution of problems common to the practice of labor and employment law to the mutual benefit and improvement of the members of the section, the substantive law itself, and the administration of justice.

The purpose of the section shall be accomplished through its officers, council, committees, and by utilizing publications, meetings, seminars, projects and other suitable means to this end, thereby promoting the objectives of the TBA, the membership thereof, and the public in general.

Article II
Membership

§1 Dues
The annual dues of the section shall be $20 payable to the TBA at its headquarters in Nashville. Any member of the TBA, upon proper application accompanied by advance payment of annual dues for the current year, shall be enrolled as a member of this section. Annual dues shall be paid in advance and are payable on the first day of July of each year for the 12-month period beginning on that date.

The name of any person whose annual dues shall be more than six months past due shall be dropped from the rolls of the section. Those members of the TBA whose names are carried on the rolls of the section and those annual dues are paid in full in advance shall constitute the membership of the section. All funds so collected shall be deposited to the general operating funds of the TBA, and the accumulation of these funds shall be used solely for the activities of the section.

The expenditure of these funds shall be subject to approval by the Board of Governors of the TBA.

Article III
Officers, Council and Committees

§1 Officers
The officers of this section shall be a chair, a vice chair; who shall also be the chair elect and a secretary/treasurer.

§2 Council
There shall be a council which shall consist of the officers of the section, the immediate past chair, together with nine other members to be elected by the section as hereinafter provided.

§3 Committees
The following standing committees of the section are herin established: Program Committee, Projects Committee, Budget and Finance Committee, Membership Committee, Publications Committee and Annual Meeting Committee.

Article IV
Duties and Responsibilities of Officers

§l Chairman
The chair, or successively, the vice chair or Secretary/Treasurer, in the absence of the chair, shall:

  1. Preside at all meetings of the section, and of the council
  2. Formulate and present at each annual meeting of the TBA a report of the work of the section for the then ending year
  3. Appoint the chair and members of all committees of the section who are to hold office during his/her term as chair
  4. Plan and superintend all activities of the section during his/her term of office, subject to the direction and approval of the council
  5. Call meetings of the council when in his/her discretion such meetings are required or when at least four members of the council request him/her in writing to do so
  6. Perform all other such duties and acts as usually pertain to the office of president or chairman of an association or organization or as may be disignated by the council

§2 Vice Chair
The vice chair shall also be the chair elect in that he shall be the automatic successor to the office of chair at the annual meeting of the section next following his election as vice chair. The vice chair will be selected from one of the appropriate grand divisions of the state , so as to coincide with the holding of the TBA annual meetig during his/her forthcoming succession to the office of chair. The vice chair shall:

  1. In consultation with the chair, designate those members of the section who are to be appointed as chair and members of all committees and who are to hold office during his/her coming term as chair
  2. Aid the chair in the performance of his/her responsibilities in such manner and to such extent as the chair may request
  3. Perform such other duties and have such other powers as usually pertain to the office of vice chair of vice president or as may be designated by the chair of the council.
  4. In case of a death, resignation or disability of the chair, perform the duties of the chair for the remainder of that chair’s term of office or for the duration of the disability, as the case may be.

§3 Secretary/Treasurer
The secretary/treasurer shall:

  1. See to the publication of appropriate notices of all meetings
  2. Keep a record of the proceedings thereof.
  3. Be custodian of and accountable for all funds of the section other than such funds as are deposited to the credit of the section with the treasurer of the TBA or his/her designee.
  4. Assist the other officers of the section in such manner and to such extent as may br requested and shall be the custodian of all books, papers, documents and other properties of the section
  5. Keep an accurate record of all monies appropriated to and expended for the use of the section.

Article V
Duties and Responsibilities of Council

§1 Council
The council shall establish such policies of the section as it may determine which are not inconsistent with any policy of the TBA. It shall hear all reports of the officers and committees of the section and shall hear, consider and act upon such resolutions and matters presented to it which pertain to the activities of the section.

§2 Quorum
The council shall act by majority vote of those present, provided that a quorum shall consist of not less than seven members.

§3 Vote
Members of the council when personally present at a meeting of the council shall vote in person, though when absent may communicate their vote in writing, on any proposition to the secretary/treasurer and have it counted, with the same effect as if cast personally at such meeting.

§4 Propositions
The chair of the section may, and upon written request of three members of the council shall, submit or call to be submitted in writing, to each of the members of the council, any proposition upon which the council may be authorized to act, and the members of the council may vote upon such proposition(s) so submitted, by communicating their vote thereon, in writing, over their respective signatures to the secretary/treasurer, who shall record upon his/her minutes, each proposition so submitted, when, how, and to whose request the same was submitted, and the vote of each member of the council thereon, and keep on file such written and signed vote. If the votes of a majority of the members of the council so recorded shall be in favor of such proposition or if a majority shall be against such proposition, such majority vote shall constitute the binding action of the council.

§5 Composition
The council shall be composed of the immediate past chair, the chair, the vice chair and the secretary/treasurer and nine district representatives.

§6 District Representative, Residence, Term
At the time of his/her election and during the entire period.of his/her term, each district representative shall maintain his principal office in the district which he/she represents. He/She shall serve for a term beginning with the adjournment of the annual meeting at which he/she is elected and ending with the adjournment of the annual meetig three years thereafter.

Article VI
Executive Committee

There shall be an executive committee consisting of the immediate past chair, chair, vice chair and secretary/treasurer which committee shall have full power and authority in the intervals between meetings of the council to do all acts and perform all functions which the council could perform, provided that the executive committee shall not rescind any action taken by the council.

Article VII
Meetings

§1 Annual
The annual meeting of the section shall be held during the annual meetig of the TBA, in the same city or place as such annual meeting of the TBA and with such program and order of business as may be arranged by the Annual meeting, Committee under the direction of the chair of the section and the council.

§2 Special
Special meetings of the section may be called by the chair at such time and place, and for such purpose(s) as may be approved by the council.

§3 Quorum
The members of the section present at any meeting shall constitute a quorum for the transaction of business.

§4 Vote
All binding action of the section shall be by a majority vote of the members present.

§5 Mail Vote
The council may direct that a matter be submitted to the members of the section for a vote by mail. In such event, binding action of the section shall be by a majority of the votes received in accordance with the rules fixed by the council.

Article VIII
Elections

§1 General Eligibility
A nominee for any position must be a member of the section at the time of his nomination. No person who has served a full term as chair, or vice chair, shall be eligible for re-election to such position. No person may run for more than one elective position at an annual meeting.

§2 Vote Required
Following organizational elections, a chair,  vice chair and secretary/treasurer together with three members of the council shall be elected at each annual meeting. Such election shall be by a majority vote of those members of the section present.

§3 Vacancies
If any office or position other than that of chair shall become vacant during the period between meetings of the section, the office or position shall be filled by the council for the portion of the term remaining until the next meeting of the section.

§4 Eligibility for the Offices of Chair and Vice Chair
To be eligible for the office of chairman, the nominee must reside and maintain his/her office in the grand division of the state within which the next following annual meeting of the TBA is to be held.

To be eligible for the office of vice chair, the nominee must reside and maintain his office in the grand division of the state within which the annual meeting of the TBA first subsequent to the annual meetig next following his election as vice chair.

§5 Nominations
The chair may appoint a nominating committee, which committee, if appointed, shall make and report to the section nominations for such offices and positions as are scheduled to be filled at the annual election. Nominations shall also be permitted from the floor.

Article IX
Amendments

These bylaws may be amended by an affirmative vote of a majority of the members of the section, such vote to be taken;en by mail. Any amendment so adopted shall become effective only to the extent that it is not inconsistent with the constitution and bylaws of the TBA.

Article X
Miscellaneous Provisions

§1 Fiscal Year
The fiscal year of the section shall be the same as that of the TBA.

§2 Disbursements
No invoice, statement, or other evidence of expenditure on behalf of the-section shall be forwarded to the secretary/treasurer of the section or the treasurer of the TBA for payment without having been approved by the chair or secretary/treasurer.

§3 Tennessee Bar Association
No action by this section shall become effective as the action of the TBA until it is approved by the TBA. Any resolution adopted or action taken by this section may, on request of the section, be reported by the chair of the section to the TBA Board of Governors or to the annual meetig of the TBA for action thereon.

All programs, procedures and policies of the section shall be subject to the approval of the Board of Governors of the TBA.

§4 Approval
These bylaws became effective upon the approval of TBA’s Board of Governors in June 1979 at the annual meeting of the TBA, Memphis, Tennessee.