Article VI
OFFICERS



 

Section 1. Elective Officers.   
The Association shall have a President, a President- Elect, an Immediate Past President, a Senior Vice President, a Vice President and a Vice President, Diversity, Inclusion & Outreach, who, except for the President and the Vice President, Diversity, Inclusion & Outreach and Immediate Past President, shall be elected for a one-year term by the members of the Association. The President-Elect shall succeed to the office of the President, and the President shall succeed to the office of Immediate Past President, each for a one-year term, without further vote of the membership. The Vice President, Diversity, Inclusion & Outreach shall be elected for a two-year term by the members of the Association. Elective Officers shall be members of the Association falling within the classifications set forth in Sections 2 through 7 of Article II, and the candidates for President and for President Elect shall have served on the Board of Trustees for a period of no less than two (2) years, and the candidates for Senior Vice President and Vice President shall have served on the Board of Trustees for a period of no less than one (1) year, prior to election as an officer. The duties of the Elective Officers shall be:

(a) President.
The President shall preside at all meetings of the Association and appoint all Committees and representatives of the Association authorized in these Bylaws, or by the Board of Trustees. As the chief elected officer, the President shall have such other powers and perform such other duties of the Association as are usually possessed or exercised by such officers. The President shall be Chairperson of the Board of Trustees.

(b) President-Elect and Vice Presidents.
The President-Elect and the Vice Presidents shall perform such duties as are delegated by the President or the Board of Trustees. If the President is disabled or otherwise unable to perform the duties of office, the President-Elect or, if he or she is disabled or otherwise unable to perform the duties of office, the next highest ranking Elected Officer shall perform all of the duties of the President, and when so acting, shall have all the powers of and be subject to all the restrictions upon the President.

(c) Immediate Past President.
The Immediate Past President shall serve as a counselor to the President and the Board of Trustees, and shall perform such other duties of the Association as are delegated by the President or the Board of Trustees.

(d) Vice President, Diversity, Inclusion & Outreach.
The Vice President, Diversity, Inclusion & Outreach shall develop and lead the Association’s diversity and inclusive initiatives, as well as relationships with Affiliated Associations, in order to further the Association’s values of increasing diversity and inclusion of lawyers of various backgrounds in the legal profession at large and the Association’s membership, sections, committees, Board and Executive leadership.

Section 2.  Appointive Officers: Executive Director.  
Appointive Officers: Executive Director. The Association shall have a non-voting Treasurer, a non-voting Secretary, and may have no more than two (2) non-voting Assistant Vice Presidents, and such other non-voting Officers as the President may from time to time appoint, subject to approval by the Board of Trustees. Appointive Officers, other than the Treasurer and the Assistant Vice Presidents (who shall satisfy all of the qualifications for service as a Trustee), may be compensated. Such compensation shall be approved by the Board of Trustees. The duties of the Appointive Officers shall be:

(a) Treasurer.
The Treasurer shall supervise the financial records maintained and the financial actions taken by the Executive Director; periodically review the financial condition of the Association; make financial reports to the Board of Trustees and members at such intervals as the Board of Trustees shall direct; and obtain an audit of the Association’s financial statements not less often than once every three years and engage the auditors to conduct an independent review in the years in which a full audit is not performed, provided the scope of the review meets with the approval of the audit committee.

(b) Secretary.
The Executive Director may be appointed Secretary. The Secretary shall be Secretary of the Association and of the Board of Trustees and Executive Committee, shall keep an accurate record of all meetings of members of the Association, the Board of Trustees and the Executive Committee, and shall keep a record of the names and addresses of all members, showing the dates when they became members and the cause and date of termination of membership of those who shall cease to be members.

(c) Executive Director.
The Executive Director shall have the responsibility for directing the activities of all members of the Association staff, which responsibility shall include the authority as approved by the Executive Committee to hire, retain and terminate such personnel and to establish compensation for such personnel within budgetary limits established by the Board of Trustees. Under the President’s direction, the Executive Director shall carry out all of the staff functions necessary and appropriate to implement the actions of the Board of Trustees. The Executive Director shall keep the President and the Board of Trustees fully informed on matters important to the Association and its operation and assure that all funds, physical assets and other property of the Association are appropriately safeguarded and administered. The Executive Director shall serve at the pleasure of the Board of Trustees.

(d) Assistant Vice Presidents.
No more than two (2) Members selected by the President and subject to approval by the Board of Trustees, shall each serve as non-voting Assistant Vice Presidents during their respective terms of office, shall serve on the Executive Committee of the Board of Trustees and shall perform such other duties as are delegated to them by the President of the Board of Trustees.