Search

Powered by Google

Not a CBA Member? Join Now!
CLE Conference gif

Most Viewed

Bylaws

 

 

Bylaws

Of the

TECHNOLOGY LAW AND POLICY SECTION

 

Of The Colorado Bar Association

 

(Effective May 8, 2004)

 

ARTICLE I

 

Name and Purpose

1.       Name:  This section shall be known as the Technology Law and Policy Section of the Colorado Bar Association (this "Section").

 

2.       Purpose:  The purpose of this Section shall be to promote activities of the Colorado Bar Association (“CBA”) with respect to technology law and policy, and in furtherance of that end: (i) provide leadership in the practice of technology law and in policy development with identification of new technology issues impacting the practice such that the public good is served; (ii) promote the education of lawyers, law students, and professionals in technology law and its practice; (iii) promote the economic, professional interests and concerns of this Section’s members (“Members”) within the greater community; and (iv) participate actively in the drafting, review and promotion of legislation that affects technology and the practice of technology law.

 

3.       Additional Functions:  This Section shall also endeavor to (i) promote a better understanding and cooperation among the members of the CBA as to the impact of legislation as well as judicial and regulatory activities on technology law; (ii) recommend and promote such legislation and other laws as may be appropriate; and (iii) take such other action and perform such other functions as may be deemed proper.

 

ARTICLE II

 

Membership, Dues & Officers

 

1.       Members:  Any member or associate member of the CBA may become a Member upon payment of annual Section dues.  Associate members of the CBA shall not be entitled to vote or hold office.

 

2.       Amount of Dues:  The Council of this Section (the "Council") shall have the power to fix the amount of annual dues paid by Members.

 

3.       Annual Section Membership Renewal:  Annual Section dues shall be due and payable, on or before, July 1 of each year or another date certain established by the Council and notice of which is given to Members at least 30 days prior to the due date. 

 

4.       Termination of Membership:  Any person who fails to pay Section dues or ceases to be a member of the Association shall also cease to be a Member of this Section. 

 

5.       Officers:  The officers of this Section shall be a Chair, Chair-Elect, Secretary and Treasurer.  Such officers shall be members of the Council during their respective terms and each serve from July 1 through June 30 of the following calendar year(s) or such other fiscal year(s) as the CBA may adopt.

 

6.       Resignation:  Any officer or Member may resign at any time by sending a written notice of such resignation to the Secretary of this Section, with a copy to the CBA staff liaison; such resignation shall take effect upon receipt thereof by the Secretary. 

 

ARTICLE III

 

Section Authority and Power; Council

 

1.       Authority Vested in Section Membership:  The authority of this Section shall be vested in the Members present at any fixed or special meeting, provided however, that the Council or a majority of the Members present at any fixed or special meeting may refer any matter to all Members for a vote.  A majority of those present shall control in meetings, or when by mail, a majority of the responses received within twenty (20) calendar days shall control unless otherwise expressly provided in these Bylaws. 

 

2.       Subordination to CBA Bylaws:  All authority and power of this Section, however, shall be subordinate to the powers of the CBA as set forth in the CBA Bylaws.

 

3.       Council:  The governing body of this Section shall be a Council consisting the officers of this Section, the immediate past Chair, the CBA Board of Governors liaison appointed by the Council and at least three (3), but not more than four (4), persons elected by the Members, as provided in Article VI below, who will collectively be referred to as Council Members-at-Large.  The number of Council Members-at-Large elected shall be determined by the total number of other Members and officers such that there is a total Council membership comprising an odd number of voting Members.  At least one of the elected Council Members-at-Large shall be a Member whose office is situated outside of the Denver Metropolitan area defined as the counties of Denver, Jefferson, Adams, Broomfield, Arapahoe and Douglas. Additionally, the Chair may appoint up to two non-voting law student liaisons to the Council. Should an officer position be shared by two individuals, each shall be entitled to vote in meetings of the Council; in the event of a tie requiring the Chair’s vote and when Co-Chairs are present, the co-chairs must agree and cast one vote.

 

4.       Responsibilities of the Council:  The Council shall have general supervision and control of this Section’s activities.

 

a.   Funds and Budget:  The Council shall authorize commitments and contracts requiring any expenditure of any funds, adopt a budget that accounts for and authorizes the use of funds appropriated for this Section.  The Council shall not have the authority to appropriate or distribute funds in excess of those allocated to this Section for that year.

b.       Failure to Attend:  If any member of the Council shall fail to attend two successive meetings of the Council, and if his or her absence is not deemed excused at either meeting by a majority of the Council, then the Member’s position may be deemed vacated so long as the Secretary of each such meeting provides notice to that Member within 10 calendar days of the second meeting that was missed.  However, if any officer or other Member of the Council at any time after his or her election shall resign, or cease to be a Member, then his or her office shall be automatically vacated, without action other than to note such fact in the minutes of the Council.  In the event of a vacancy created by operation of these bylaws or any other circumstance, the remaining members of the Council shall, by majority vote, elect a Member to fill such vacancy and to serve for the unexpired term of the office vacated.

 

c.       Policy Formulation:  The Council shall formulate policies of this Section and shall have the authority, between meetings of this Section, to take such action on behalf of this Section as may be appropriate.  The Council shall present at each meeting of this Section any matters that it may recommend for action by this Section at such meeting.

 

ARTICLE IV

 

Duties of Officers

 

1.       Chair:  The Chair shall be the executive officer of this Section and, subject to the control of the Council, shall have general supervision, direction, and control of the affairs of this Section.  The Chair shall preside at all meetings of this Section and of the Council, shall have the right to vote at such meetings but only in the event of a tie, and may deliver an appropriate address at any fixed meeting.  The Chair shall appoint all committees and he or she shall be a Member ex-officio of all such committees.   The Chair shall designate an alternate Board of Governors Representative as needed.  The Chair shall have the power to enforce these Bylaws and the power to perform all duties and acts necessary to carrying out this office.  This office may be held by two members who individually shall be known as a Co-Chair.

 

2.       Chair-Elect:  The Chair-Elect shall perform the duties of the Chair in the absence or disability of the Chair at any meeting of the Section or of the Council and all other duties and acts as usually performed by such an officer.  This office may be held by two members who individually shall be known as a Co-Chair-Elect.

 

3.       Secretary:  The Secretary shall be the custodian of all books, papers and other property of this Section and shall act as secretary at all meetings of this Section and the Council.  The Secretary shall take minutes of each such meeting and provide copies of all minutes to the executive director or designated representative of the CBA, if requested.  The Secretary shall perform all other duties usually performed by such an officer.

 

4.       Treasurer:  The Treasurer shall consult with and assist all the officers of the Section in the work of this Section in the manner and to the extent requested.  He or she shall serve as a liaison between this Section and the CBA staff with respect to all the financial affairs of this Section and shall specifically approve all requests for payments from Section funds.  He or she shall keep a true record of all Section funds and report periodically to the Council on the financial status of this Section.  

 

ARTICLE V

 

Meetings

 

1.       Regular Meetings:  Meetings of this Section shall be held no fewer than five (5) times per year or as otherwise determined by the Members during the first meeting of the fiscal year.  Notice of meetings shall go out to each Member in accordance with Article VII, section 4 below.

 

2.       Special Meetings:  Special meetings of this Section may be called by the Chair with approval of the Council, at such time and place as the Council or Chair may determine.  Notice of special meetings of this Section shall be given by the Secretary on behalf of the Council at least ten (10) days, but not more than fifty (50) days, prior to the date of such meeting.  Notice of Special Meetings shall go out to each Member in accordance with Article VII, section 4 below.

 

3.       Council Meetings:  Meetings of the Council may be called by the Chair or by three members of the Council and shall be held at such time and place as may be designated in the notice of such meeting.  Notice of Special Meetings shall go out to each Member in accordance with Article VII, section 4 below, and shall be given at least seven (7) days prior to the meeting.  Attendance at the meeting by the Council members shall constitute a waiver of notice of such meeting.

 

4.       Section Meeting Quorum:  The Members present at any meeting of this Section shall constitute a quorum for such meeting. 

 

5.       Council Meeting Quorum:  A majority of the Council shall constitute a quorum of any meeting of the Council.

 

ARTICLE VI

 

Nominations and Elections

 

1.    Chair-Elect, Secretary, Treasurer:  The Chair-Elect, Secretary and Treasurer shall be

elected by the Members.

 

2.       Officer’s Term:  The term of each officer shall begin on the later of July 1 or the date of his or her election and shall continue until June 30 of the following year unless a successor has not been chosen on that date, in which case each officer shall serve until a successor is chosen.  The initial Officers and Council Members-at-Large of this Section shall be elected by the Members as set out in Article VI. Thereafter, the Chair-Elect shall automatically succeed to the office of Chair for the next following year, and each succeeding Chair-Elect shall automatically succeed to the office of the Chair upon completion of the Chair’s term of office each year.

 

3.       Board of Governors’ Liaison:  The Board of Governors’ Liaison shall be appointed by July 1 of each even-numbered year or as soon thereafter as someone agrees to the appointment by the Council. 

 

4.       Board Liaison Term:   The term of such liaison shall begin on the later of July 1 or the date of his or her election and shall continue until June 30 of the second year following unless a successor has not been chosen on that date, in which case he or she shall serve until a successor is chosen. 

 

5.   Council Members:  At least three (3), but not more than four (4), members of the Council shall be elected by July 1, in accordance with the procedures outlined herein in Article III, Section 3.

 

6.   Elected Council Member Terms:  Each elected Council member who is not also an officer of the Section shall serve for a term of one, two, or three years, as specified in the nominations put to a vote of the Membership, beginning on the latter of July 1 of the year in which they shall have been elected or the date of their election and continuing until June 30 of the succeeding year unless their successors have not been chosen on that date, in which case such Members shall serve until their successor is chosen; provided, that any member of the Council may be nominated and elected to succeed himself or herself. 

 

7.   Procedures:  Nominations and elections shall be conducted as follows:

 

a.   The Chair, no later than February 1, shall appoint a Nominating Committee consisting of three (3) Members, approved by the Council.  In the performance of its duties, the Nominating Committee shall be governed by the following guidelines.  The departing Chair-Elect shall be nominated for the office of Chair unless he or she has become unavailable to hold that office for any reason.  The Chair shall instruct the Nominating Committee that the Secretary of the Section and the members of the Council shall be chosen on the basis of ability and willingness to serve the needs of the CBA and this Section, rather than as a method of conferring honors.  The Chair shall also instruct the Nominating Committee to consider and be sensitive to the diverse ages and social, ethnic, gender, size of law firm or company, and geographic composition of the Section so that all Members may recognize that their interests and aspirations are being given serious attention, both in the selection of officers and members of the Council and in the conduct of the Section's affairs.  The Nominating Committee shall consider any nominations for the office of Secretary and the members of the Council which may be received from Members.

 

b.   The Nominating Committee shall make a final list of nominations for officers of the Section and members of the Council in the form of a written slate of candidates for all such positions (the "Nominating Committee Slate").  The Nominating Committee Slate shall be delivered to the Secretary of the Section no later than March 1.  Written Notice of the Nominating Committee Slate shall be sent to Members no later than March 15.  If any Member desires an alternative candidate for officer of the Section or other member of the Council (the "Alternative Candidate"), such Member may petition the Section for an Alternative Candidate by March 31 as long as such petition is signed by such Member and at least ten (10) other Members.  If the Secretary does not receive a duly signed petition for an Alternative Candidate by March 31, the Nominating Committee Slate shall be declared elected.

 

c.   If a duly signed petition for an Alternative Candidate is received by the Secretary by March 31, an election for the position that is contested shall be conducted by the Secretary.  The Secretary shall mail ballots listing the Nominating Committee Slate and all Alternative Candidates, in accordance with the Notices section, below, no later than April 15.  Members shall be instructed to return all ballots to the Secretary within twenty (20) days of the mailing.  The Secretary shall count all ballots received and the persons receiving the most votes of such ballots shall be declared elected.

 

ARTICLE VII

 

Other Provisions

 

1.Fiscal Year:  The fiscal year of the Section shall be the same as that of the CBA.

 2.  CBA Collects Funds:  The CBA shall be requested to collect the funds of the Section and to maintain the same in such account, as the CBA may deem advisable.  The funds shall be under the control of the Council which may direct the expenditures at any time in such manner, and upon such request, as the Council may deem appropriate subject to the responsibilities described above in these Bylaws.

 

3.   Amendment:  These Bylaws may be altered, amended or repealed and new Bylaws may be adopted by a vote of the majority of Members responding to the call.  Calls for amendment must be in writing and provided to the membership at least 5 days in advance of the vote.

 

4.   Notices and Waiver of Notice:  All notices to Members (“Notice”) pursuant to these Bylaws shall be in accordance with this Section unless otherwise specifically stated in these Bylaws. Each Member shall designate a preferred address for notifications of meetings. If no such preference is designated, all Members will receive Notice(s) to their last known electronic address, or if none is known, their last known postal address, as listed in the records of the CBA. Person(s) entitled to notice under these Bylaws, may waive their right to that notice by a signed writing.