Bylaws of the TBA Leadership Law Alumni - Articles

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Posted by: Barry Kolar on Jan 23, 2012

Operating as part of the Tennessee Legal Community Foundation

Article I: Name/Purpose

§1.1 Name

            This group shall be known as the TBA Leadership Law Alumni (hereinafter TBALLA) of the Tennessee Legal Community Foundation (TLCF).

§1.2 Purpose

            The general purposes of TBALLA shall be to support the mission of the program, foster the development of an alumni network to provide professional and social support for its members, to keep alumni informed of the current state of the program, to keep the legal community informed about the program and activities, and to assist in class recruitment efforts.  Through its programs, TBALLA shall promote the spirit of fellowship and loyalty among the class, staff and steering committee, and the greater legal community.

§1.3 Principal Office

            The principal office of TBALLA shall be maintained in the offices of the TLCF, 221 Fourth Avenue North, Suite 400, Nashville, Tennessee 37219-2198.

§1.4 Fiscal Year

            The fiscal year of TBALLA shall coincide with that of the TLCF.

Article II: Membership

§2.1 Membership

            Any person having successfully completed the TBA Leadership Law Program (TBALL) and who is a member in good standing of the TBA may be a member of TBALLA.

§2.2 Dues

            Dues for membership in TBALLA will be determined by the executive council and will be payable annually, and at the beginning of each fiscal year thereafter

Article III: Committees

§3.1 Committees

            The executive council is authorized to establish, or to empower the chair to establish such committees as it may deem necessary and desirable to promote effectively the activities of the association.

Article IV: Meetings

§4.1 Annual Meeting

            The annual meeting of TBALLA shall be held in conjunction with the TBA Annual Meeting.

§4.2 Quorum           

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

§4.3 Controlling Vote

            Action of the group shall be by majority vote of the members present.

§4.4 Agenda

            Among the business to be transacted at the annual meeting by the membership shall be the election of officers and council representatives.

§4.5 Special Meetings

            Special meetings of the membership may be called by the chair upon approval of the executive council at such time and place as the executive council may determine.

Article V: The Council

§5.1 Powers

            The executive council shall manage the affairs of TBALLA.

§5.2 Composition

            The council shall be composed of the following persons:

(1) the officers,

(2) the immediate past chair, and

(3) nine representatives to be elected by the members of the association as provided in Article VII below.

§5.3 Controlling Vote

            Action of the executive council shall be by majority vote of those members present.

§5.4 Meetings

            The executive council shall meet at least twice each year and may meet at such additional times as called by the chair upon reasonable notice.  Meetings may be conducted by electronic means.

Article VI: Officers

§6.1 Officers

            The officers of the group shall be the chair, the vice chair (who shall also be the chair elect), and the secretary/treasurer.

§6.2 Chair

            The chair, or the vice chair in the absence of the chair, shall:

(1) preside at all meetings,

(2) appoint all committee chairs and committee members of the group who are to hold office during the chair’s term,

(3) plan and supervise the program during the chair’s term of office, subject to the approval of the executive council.

§6.3 Vice Chair

            The vice chair shall aid the chair in the performance of the latter's responsibilities in such manner and to such extent as the chairman may designate.

§6.4 Secretary/Treasurer

            The secretary/treasurer shall:

(1) be the custodian of all books, papers, documents, and other property,

(2) keep a true record of the proceedings of all meetings,

(3) keep an accurate record of all monies appropriated, and shall keep the executive council duly informed of account balances.

Article VII: Elections

§7.1 Elective Offices

            At each annual meeting the membership shall elect:

(1)  a vice chair to serve a term of one (1) year. The vice chair shall automatically succeed to the office of chair the followingyear.

(2)  a secretary/treasurer to serve a term of one (1) year.

(3) three executive council representatives from each grand division, each of whom shall serve for a term of three (3) years. 

§7.2 Eligibility

            A nominee for any elected position must be a member of the TBA and TBALLA at the time of his/her nomination. No person who has served a full term as chair or vice chair shall be eligible for re-election to said position for a period of three years following the expiration of his/her term in said position. No executive council member may serve more than two successive terms of office.

§7.3 Nominations

            The chair may appoint a Nominating Committee, which, if appointed, shall make and report to the group nominations for such offices and positions as are scheduled to be filled at the annual meeting. Nominations shall also be permitted from the floor.

§7.4 Voting

            Each position to be filled by election shall be voted upon separately. Elections shall be by a majority of the votes cast.

§7.5 Vacancies

            If any office or position, other than that of chair, shall become vacant during the period between annual meetings of the association, the office or position shall be filled by the executive council until the next annual meeting of the association.

Article VIII: Adoption and Amendment of Bylaws

§8.1 Adoption

            These bylaws and any amendments shall become effective upon their approval by the Trustees of the TLCF.

§8.2 Amendment

            Proposals to amend these bylaws may be made at any general meeting of TBALLA.  Proposed amendments shall be presented to the executive council for discussion at their meeting prior to the general meeting.