Iranian Bar Associations

ATTORNEYSHIP LAW/CODE(Page 22)
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* American Bar Association - CONSTITUTION AND BYLAWS
section 2 og 4
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* American Bar Association - CONSTITUTION AND BYLAWS
section 2 og 4

Article 7. The Board of Governors
§7.1 Powers and Functions. The Board of Governors is the administrative agency of the House of Delegates, and as such, shall oversee the management of the Association. The Board shall develop methods and specific plans for making the Association and its activities useful to the members in their professional work. Between meetings of the House of Delegates, the Board of Governors may perform, not inconsistently with any action taken by the House, the functions that the House itself might perform.

§7.2 Number and Composition. Except as hereinafter provided, the Board of Governors is composed of 38 members of the Association. The House of Delegates shall elect one member from each of the eighteen districts, six section members-at-large, one judicial member-atlarge, two young lawyer members-at-large, one non-voting law student
member-at-large, and until the conclusion of the Annual Meeting in 2015, two women members-at-large and two minority members-at-large. The President, the Chair of the House of Delegates, the President-Elect, the immediate past President, the Secretary and the Treasurer shall serve as ex-officio members. In every third year, as provided in §8.2(c), the Board of Governors is composed of 40 members of the Association and shall include as additional ex-officio members the Secretary-Elect and the Treasurer-Elect.

§7.3 Eligibility and Term. To be eligible for election to the Board of Governors from a district, a person must be accredited to the district for which elected. To be eligible for election as a young lawyer member-atlarge, a person must be less than 36 years old at the beginning of the term. To be eligible for election as a minority member-at-large, a person must be a minority. To be eligible for election as a woman member-atlarge, a person must be a woman. The judicial member-at-large must be an active member of the judiciary. To be eligible for election as a law student member-at-large, a person must be a law student at the time of election. The term of an elected member of the Board is three Association years, with the exception of the law student member-at-large whose term is one Association year, beginning with the adjournment of the annual meeting during which the member is elected. An elected
member of the Board may not be elected to a second consecutive full term.

§7.4 Vacancies. A vacancy in the position of an elected member of the Board of Governors, other than the members-at-large, shall be filled for the unexpired term by an eligible member of the Association selected by the members of the House of Delegates in the district in which the vacancy exists. This selection shall be made as soon as possible in the manner that the Chair of the House determines. In the case of the members-at-large, the selection shall be made by the Board from among the eligible members of the Association.

§7.5 Meetings of the Board. The Board of Governors shall meet immediately before each meeting of the House of Delegates and shall hold at least two more meetings in each Association year. The time between meetings of the Board shall be no longer than four months. Special meetings of the Board may be held on call of the President or at
the request of three or more members of the Board eligible to vote. A quorum is a majority of the members of the Board eligible to vote.

§7.6 Committees of the Board. The Board of Governors may establish such committees as it considers desirable to carry out its functions.

§7.7 Board of Elections. The Board of Governors shall annually select the Board of Elections, consisting of three impartial members of the Association who are not members of the House of Delegates. The Chair of the Board of Elections must be a member of the highest court of a state.

The Board of Elections shall conduct:
(a) the nominations and elections that are held by mail vote of the members; and
(b) all referendums. Such elections must be by secret ballot. The Board of Elections may adopt regulations not inconsistent with the Constitution and the Bylaws.

Article 8. The Officers
§8.1 Officers. The elected officers of the Association are the President, the President-Elect, the Chair of the House of Delegates, the Secretary, and the Treasurer. The Board of Governors may appoint and prescribe the duties of a full-time administrative officer, whose title shall be determined by the Board and who serves at the pleasure of the Board. Each officer excluding the administrative officer must be a member of the Association.

§8.2 Election and Terms.
(a) The President-Elect shall be elected by the House of Delegates at the annual meeting for a term of one Association year beginning with the adjournment of the annual meeting during which elected. The President-Elect becomes the President upon the adjournment of the next annual meeting and is not again eligible for either office.

(b) The Chair of the House of Delegates shall be elected by the House from among its members during the annual meeting in even-numbered years. The Chair’s term is two Association years, beginning with the adjournment of the annual meeting at which elected. The Chair may not, while holding that office, hold or seek any other office in the Association. The Chair is not again eligible for that office and during the two Association years following the expiration of the term of office as Chair is not eligible for nomination to the office of
President-Elect.

(c) At the annual meeting in 1986 and in each succeeding third year, a Secretary and a Treasurer shall be elected for a term of three years beginning with the adjournment of the next annual meeting following the annual meeting at which they are elected. In the Association year prior to commencement of their terms, they shall serve as Secretary-Elect and Treasurer-Elect, respectively. The Secretary and Treasurer are not again eligible for those respective offices.

§8.3 Vacancies. If the office of President becomes vacant, the President-Elect becomes President for the unexpired term and for the next term. If the office of President-Elect becomes vacant, the Nominating Committee shall convene at the call of the Board of Governors and nominate a successor, and the House of Delegates shall elect a successor at its next meeting. If the office of President becomes vacant while the office of President-Elect is vacant, or if any other elective office becomes vacant, the Board shall elect an eligible member to fill the office for the unexpired term. If the Secretary-Elect or Treasurer-Elect dies, becomes disabled, or declines, the Nominating Committee shall convene at the call of the Board of Governors and nominate a successor, and the House of Delegates shall elect a successor at its next meeting. Service in an office for an unexpired term does not make that officer ineligible for nomination or election to an office.

Article 9. Nomination of Officers and Governors
§9.1 Nominations. Nominations for elective offices of the Association or for elected members of the Board of Governors may be made only as provided in this article. The Secretary shall promptly certify each nomination to the House of Delegates and give notice of it to the members.

§9.2 By Nominating Committee of the House of Delegates.
(a) The Nominating Committee shall consist of the State Delegates, seven Section delegates, one Judicial Division Delegate, one Young Lawyers Division member who need not be a delegate when named to the Committee but who becomes a delegate while serving on the Nominating Committee, and, until the conclusion of the Annual Meeting in 2015, six members-at-large who need not be delegates in the House of Delegates when selected, but who become delegates while serving on the Nominating Committee. The Section Officers Conference shall select the seven Section Delegates. The Judicial Division Council shall select the Judicial Division Delegate, and the Young Lawyers Division Assembly shall select the Young Lawyers Division Delegate. The members-atlarge shall be appointed by the President, three from nominations submitted by the Commission on Racial and Ethnic Diversity in the Profession and three from nominations submitted by the Commission on Women in the Profession. No more than five members may be from the same state at any one time.

(b) The term of each member of the Nominating Committee begins with the adjournment of the annual meeting following the member’s election or appointment. In the original selection of the Section Delegates, the Section Officers Conference shall designate two members to serve until the adjournment of the first annual meeting following their selection, two to serve until the adjournment of the second annual meeting following their selection, and three to serve until the adjournment of the third annual meeting following their selection. At the conclusion of the 1996 Annual Meeting, the President shall appoint two members-at-large, one woman and one minority, to serve until the adjournment of the first annual meeting following their appointment, two members-at-large, one woman and one minority, to serve until the adjournment of the second annual meeting following their appointment, and two members-at-large, one woman and one minority, to serve until the adjournment of the third annual meeting following their appointment. A member of the Committee may not serve for more than three consecutive three-year terms.

(c) Not later than 120 days before the beginning of each annual meeting, the Nominating Committee shall convene and shall make and immediately announce a nomination for the office of President-Elect, a nomination for each member of the Board of Governors whose term expires upon the adjournment of that annual meeting and, in each evennumbered year, a nomination for the office of Chair of the House of Delegates. In 1998 and in each succeeding third year, the Nominating Committee shall make and immediately announce a nomination for the office of Secretary and a nomination for the office of Treasurer. The nomination for each member of the Board of Governors whose term expires upon the adjournment of that annual meeting shall be made as follows:

(1) The State Delegates shall nominate each district member.
(2) The Section Delegates shall nominate each Section memberat-large and law student member-at-large.
(3) The Judicial Division Delegate shall nominate the judicial member-at-large.
(4) The Young Lawyers Division Delegate shall nominate each young lawyer member-at-large.

(5) The members-at-large of the Nominating Committee shall nominate each woman and minority member-at-large. At least 40 days notice shall be given to Association members of the time and place of the meeting of the Nominating Committee at which nominations will be considered. The Chair shall preside and the Secretary shall act as Secretary of the meeting. To be eligible for nomination as a member of the Board of Governors by the Nominating
Committee at that meeting, a person must file a petition signed by 25 Association members with the Secretary 30 days prior to the convening of the meeting of the Nominating Committee at which the nomination is considered. If the petition is for nomination to the Board of Governors from a district, it must be signed by 25 Association members from that district.

(d) A member of the Nominating Committee who seeks nomination as an officer of the Association or as a member of the Board of Governors shall recuse himself or herself from service on the Nominating Committee during the meeting at which that nomination would be
considered by giving written notice to the Secretary at least 30 days prior to the convening of the meeting of the Nominating Committee at which the nomination is to be considered. A State Delegate who is so recused from service on the Nominating Committee remains as the State Delegate. However, for the meeting at which the recusal occurs, the person who will serve on the Nominating Committee shall be:

1) The state bar association delegate from that state with the longest continuous service in any capacity in the House, or if there are two or more with equal service, the one selected by lot by the Chair of the House; or

2) Where no state bar association delegate is able to attend, the state bar association shall appoint a temporary state bar delegate to serve on the Nominating Committee during that meeting. If a Section Delegate is so recused or is unable to participate in a meeting of the Nominating Committee, the Section Officers Conference shall select a section delegate to serve on the Nominating Committee during that meeting. If a Division Delegate is so recused or is unable to participate in a meeting of the Nominating Committee, the Division shall select a delegate from among the existing members of the House to serve on the Nominating Committee during that meeting. If a memberat-large of the Nominating Committee is so recused or is unable toparticipate in a meeting of the Nominating Committee, the Chair of the Commission that nominated the member-at-large shall designate a member of the House of Delegates to serve on the Nominating Committee during that meeting.

(e) If a nominee dies, becomes disabled, or declines, the Nominating Committee shall convene at the annual meeting and nominate another eligible member for that office. The nominee need not be a person who has filed a nominating petition pursuant to subsection (c).

(f) If the Board of Governors recommends, and the Nominating Committee by mail ballot determines, that because of extraordinary circumstances the nominating meeting should not be held in the current year, the nominations required in that year shall be made by the Nominating Committee acting by mail vote conducted by the Board of Elections.

§9.3 By Petition to the House of Delegates.
(a) Not earlier than 120 days nor later than 70 days before the beginning of each annual meeting, other nominations for the Board of Governors or for any office to be filled by election at that meeting may be made by filing with the Secretary a petition and the written consent of the nominee.

(b) Nominating petitions for the Board must be signed by at least 50 members of the Association, of whom not more than 25 may be accredited to the same state, except that the 25 requirement does not apply to single-state districts. Nominating petitions for the office of President-Elect, Secretary, or Treasurer and, in even-numbered years, of Chair of the House of Delegates must be signed by at least 100 members of the Association, of whom not more than 50 may be accredited to the same state. Nominating petitions for Chair may, in the alternative, be signed by 15 members of the House.

§9.4 Petitions for Nominations to the Board of Governors.
Petitions for nomination to the Board of Governors must specify which position the petitioner seeks; no person may petition for more than one position.

Article 10. Sections, Divisions, and Committees
§10.1 Sections and Divisions.
(a) There are within the Association the following sections and divisions for carrying on its work:

Criminal Justice Section
Section of Administrative Law and Regulatory Practice
Section of Antitrust Law
Section of Business Law
Section of Dispute Resolution
Section of Environment, Energy, and Resources
Section of Family Law
Section of Health Law
Section of Individual Rights and Responsibilities
Section of Intellectual Property Law
Section of International Law
Section of Labor and Employment Law
Section of Law Practice Management
Section of Legal Education and Admissions to the Bar
Section of Litigation
Section of Public Contract Law
Section of Public Utility, Communications and Transportation Law
Section of Real Property, Probate and Trust Law
Section of Science and Technology Law
Section of State and Local Government Law
Section of Taxation
Tort Trial and Insurance Practice Section
General Practice, Solo and Small Firm Division
Government and Public Sector Lawyers Division
Judicial Division
Law Student Division
Senior Lawyers Division
Young Lawyers Division

Changes in this subsection are governed by §13.1(b).
(b) Each section or division shall adopt bylaws not inconsistent with the Constitution and the Bylaws. The jurisdiction of each section shall be described in its bylaws. Section and division bylaws become effective when approved by the House of Delegates.

§10.2 Committees. Committees, including commissions, of the Association may be created as provided in the Bylaws to carry on the work of the Association and to promote its purposes.

§10.3 Forum Committees. There are within the Association the following forum committees:
Forum Committee on Affordable Housing and Community Development Law Forum Committee on Air and Space Law Forum Committee on Communications Law Forum Committee on the Construction Industry Forum Committee on Entertainment and Sports Industries Forum Committee on Franchising Changes in this section are governed by §13.1(c).

Article 11. Autonomy
§11.1 Autonomy of State and Local Bar Associations. The participation of a state or local bar association in the House of Delegates is voluntary. The Constitution, the Bylaws, and the actions of the Association do not bind a state or local bar association or subject it to a financial or other obligation that it does not voluntarily assume. However, it must comply with the provisions of the Constitution governing its representation in the House.

Article 12. The Bylaws
§12.1 Adoption and Amendment. The House of Delegates shall adopt Bylaws not inconsistent with the Constitution to further the administration of the Association. The Bylaws may be amended at any annual meeting by vote of a majority of the delegates present and voting in the House. Not later than six months before an annual meeting, the Secretary shall publish the time by which a member must file a proposed amendment to be considered at that annual meeting. The Secretary shall give at least 30 days notice of the substance of the proposed amendment to the members of the Association. Unless otherwise provided, an amendment is effective upon the adjournment of the meeting at which it is adopted.

§12.2 Correction. Upon the adoption of an amendment to the Bylaws, the Secretary may correct punctuation, grammar, or numbering where appropriate in the Bylaws, if the correction does not change meaning.

Article 13. Amendment of the Constitution
§13.1 Amendment.
(a) At any annual meeting, the Constitution may be amended upon a vote of two-thirds or 150, whichever is greater, of the delegates present and voting in the House of Delegates. Not later than six months before an annual meeting, the Secretary shall publish the time by which a member must file a proposed amendment to be considered at that annual meeting. The Secretary shall give at least 30 days notice of the substance of the proposed amendments to the members of the Association. Unless otherwise provided, an amendment becomes effective upon the adjournment of the meeting at which it is adopted or upon certification of adoption by the Board of Elections, as the case may be.

(b) A new section may be created, existing sections may be combined or discontinued, or the name of a section may be changed, in the manner prescribed by the Bylaws.

(c) A forum committee may be created or discontinued, or the name of a forum committee changed in the manner prescribed by the Bylaws.

§13.2 Correction. Upon the adoption of an amendment to the Constitution, the Secretary may correct punctuation, grammar, or numbering where appropriate in the Constitution, if the correction does not change meaning, and may make conforming changes in the Bylaws.

Article 14. Transition Provisions
§14.1 Members. Upon the incorporation of the Association, each person who, immediately following the adjournment of the 1992 annual meeting of the unincorporated Association, was a member or associate of the unincorporated Association shall become a member or associate, as the case may be, of the incorporated Association in the same class and with the same rights, privileges, and obligations that such person had as a member or associate of the unincorporated Association; and all periods of membership as an associate in the unincorporated Association shall be deemed to be periods of membership as an associate in the incorporated Association.

§14.2 Offices and Appointees. Upon the incorporation of the Association, each person who immediately following the adjournment of the 1992 annual meeting of the unincorporated Association, held any elective or appointive or ex-officio office or position in the unincorporated Association, including, without limitation, members of the House of Delegates and the Board of Governors, or in any section, division, committee, commission or similar body constituted by the unincorporated Association, shall continue to hold the same office or position in the incorporated Association for the remainder of the term for which the person was originally elected or appointed. Similarly, all periods of service in any such elective or appointive or ex-officio office or position in the unincorporated Association shall be deemed to be periods of service in the same office or position in the incorporated Association.

§14.3 Rules and Policies. The Rules and Policies and other acts and pronouncements of the unincorporated Association shall be deemed to be the Rules and Policies and acts and pronouncements of the incorporated Association.

§14.4 Construction. This Constitution and the Bylaws shall be construed as though the incorporated Association were a continuation of the unincorporated Association and not as though the unincorporated Association and the incorporated Association were two separate entities.

Article 15. The American Bar Association
Fund for Justice and Education
§15.1 The Fund. The ABA Fund for Justice and Education (the ''Fund'') shall be an integral part of the incorporated association and shall serve as its charitable arm. It shall be organized and operated exclusively for charitable and educational purposes, no part of the net earnings of which inures to the benefit of any individual, no substantial part of the activities of which is carrying on propaganda, or otherwise attempting, to influence legislation (except as authorized by the Internal Revenue Code), and no part of which includes participation in, or intervention in, including the publication or distribution of statements, any political campaign on behalf of, or in opposition to, any candidate for public office.

§15.2 Board of Governors. The Fund shall be governed by the Board of Governors of the Association (the ''Board''). The officers of the Fund shall be a president, a president-elect, a secretary, and a treasurer, who shall be those persons serving the Association in these capacities.

§15.3 Assets and Operations of the Fund.
(a) All of the assets of the Fund shall be kept separate and apart from the general and unrestricted assets of the American Bar Association and shall be used exclusively for the charitable and educational purposes of the Fund.

(b) Separate books and records shall be established for the Fund, and such books and records shall at all times be maintained on a basis so that such books and records will be separate and apart from the general books and records of the American Bar Association.
(c) The structure and operation of the Fund shall be as directed by the Board.

(d) The Fund shall continue in perpetuity until the Board terminates the Fund by a three-fourths vote of all members at a meeting of the Board for which due notice of the proposed termination was given, and causes the distribution of all assets of the Fund, after satisfaction of liabilities, exclusively for the purposes of the Fund to organizations or corporations that qualify for exemption under Section 501(c)(3) of the Internal Revenue Code of 1954 (or similar statute hereinafter enacted), in such proportions as the Board shall in its discretion determine.

Article 16. Decennial Review
§16.1 Decennial Review. Beginning in 2005 and once every ten years thereafter a review shall be conducted of the House of Delegates, the Board of Governors and the Nominating Committee. With respect to each body the review shall include an examination of its size and a consideration of its composition to ensure appropriate representation of constituencies. The review of the Board of Governors and Nominating Committee shall include a consideration of whether at-large representation of women and minorities should be continued, and the review of the Board of Governors shall include a review of the issue of districting in terms of Association membership.

BYLAWS1
Article 21. Members and Associates
§21.1 Application for Membership. Any eligible person may file with the Secretary an application for membership in the Association in the form prescribed by the Board of Governors. The Board may require the applicant to furnish additional information and may otherwise inquire into the applicant’s qualifications. A willful and material misstatement by the applicant is cause for rejecting the application or, if the applicant has been admitted to membership, for expulsion.

§21.2 Admission of Members. The Board of Governors shall provide for and supervise the admission of members.

§21.3 Life Members. A person who has been a member and paid the equivalent of senior dues for at least 10 years may become a life member upon written notice to the Treasurer and payment of the fee for life membership prescribed by the House of Delegates. Such a member has all the privileges of membership. Life membership fees shall be invested by the Treasurer and the income from the money so invested shall be used for the general purposes of the Association.

§21.4 Sustaining Members. A member may become a sustaining member upon payment of the annual dues for sustaining membership prescribed by the House of Delegates. If eligible, a sustaining member may revert to another membership classification.

§21.5 Honorary Members. A distinguished member of the legal profession of another country who is not admitted to the bar of a state, territory, or possession of the United States may be elected an honorary member by the Board of Governors. Honorary members may not vote and need not pay Association dues.

§21.6 Special Members.
(a) (1) If a person who has reached age 75 and has been a member of the Association for at least 25 years so requests, that person shall retain the privileges of membership but need only pay 50% of the highest dues rate.

(2) Provided, however, that (i) if a person who has reached age 70 prior to September 1, 2004, and has been a member of the Association for 25 years so requests, that person shall retain the privileges of membership but need not pay any Association dues; or (ii) if a person who has reached age 70 prior to September 1, 2006, but after August 31, 2004, and has been a member of the Association for 25 years so 1Adopted August 20, 1879; substantially revised effective July 21, 1971. requests, that person shall retain the privileges of membership but need only pay 50% of the highest dues rate.

(b) If requested by the member and approved by the Board of Governors, a member of the Association who has become disabled shall, for the term of the disability, retain the privileges of membership but need not pay Association dues.

§21.7 Law Student Members. (a) A law student who is otherwise ineligible for Association membership may apply for law student membership under rules prescribed by the Board of Governors in consultation with the Council of the Section of Legal Education and Admissions to the Bar and the Law Student Division. Dues for law student members must be paid as prescribed by the House of Delegates.

(b) A law student member:
(1) may not participate in electing a State Delegate or a Delegate-at-Large;
(2) may not participate in nominating a member of the Board or an officer of the Association, and may not serve as a voting member of the Board or an officer of the Association;
(3) may not vote in Association elections other than while serving as a delegate in the House;
(4) may not sign a petition for or vote in an Association referendum; and
(5) may participate in other activities of the Association as authorized by the House.

(c) A law student member who is admitted to the bar of a state, territory or possession of the United States is entitled to the full privileges of membership in the Association without payment of dues accruing during the twelve-month period beginning with the date of enrollment as a member of the Association.

§21.8 Scale of Dues. Except as otherwise provided, a member of the Association must pay dues in the amount prescribed by the House of Delegates and in the manner prescribed by the Board of Governors. Dues include the member’s annual subscription to the American Bar Association Journal in an amount set by the Board. In special circumstances, the Board may waive payment of a member’s dues.

§21.9 Default in Payment of Dues. A person whose dues are six months in default ceases to be a member of the Association.

§21.10 Reinstatement of Members. A person whose membership has terminated may be reinstated only upon a new application and admission.

§21.11 Certificate of Membership. Each member shall be given a certificate of membership in the Association.

§21.12 Associates. Persons who are ineligible to be members of the Association may qualify as associates if they are in one of the following classifications, have never been disbarred or suspended from the practice of law in any jurisdiction, are of good moral character, and satisfy such further eligibility requirements as may be approved by the Board:

(a) General Associates. Individuals who are not admitted to practice law in any jurisdiction, but have an interest in the work of the American Bar Association.

(b) Non-U.S. Lawyer Associates. Members of the legal profession of another country who are admitted to practice law but are not admitted to the bar of any state, territory, or possession of the United States. The privileges and dues of associates shall be prescribed by the Board. However, they have no interest in the property of the Association and they may not vote, except as authorized by the House of Delegates.

Article 22. Meetings
§22.1 Annual Meeting Program. The program at the annual meeting shall be supervised by the Board of Governors. Thirty days notice of the program shall be given to the members.

§22.2 Flags. The American flag and the Association flag shall be displayed at each meeting of the House of Delegates.

Article 23. The ABA Fund for Justice and Education
§23.1 The ABA Fund for Justice and Education. A separate and exclusively charitable and educational instrumentality within the Association, shall have its own bylaws as prescribed by the Board.

Article 24. Reports and Recommendations
§24.1 Transmittal and Calendaring. The Board of Governors may, at its option, send to the House of Delegates, in the manner prescribed by the House, the reports of sections and committees, with any recommendations or comments that the Board may have.

§24.2 Association Action. A report or recommendation of a section or committee becomes the action of the Association only so far as it is approved by the House of Delegates.

§24.3 Distribution of Reports. A report or recommendation of a section, committee or delegate may not be released to the public before the House of Delegates or Board of Governors considers it, unless the President or a person designated by the President authorizes it for distribution through the Association’s public relations department.

§24.4 Restrictive Statement. Before approval by the House of Delegates, any material containing a report, recommendation, or proposal must prominently state at the outset that it represents the opinion of the section or committee making the report rather than the policy of the Association.

§24.5 Action on Legislation. The House of Delegates may express its opinion on specific legislative proposals. An opinion so expressed applies also to later changes that do not affect the substance of the proposal. The House may also express its opinion on the basic purpose and effect of legislative proposals without acting on specific legislation.

§24.6 Uniform State Laws. A section or committee that is considering a matter of state legislation shall consult with the Uniform Law Commissioners.

§24.7 Complimentary Resolutions and Awards. A resolution complimentary to an officer or member for services performed, paper read, or address delivered may not be considered by the House of Delegates or a section of the Association. However, a section or committee may make an award or grant a citation to a member or other person for services performed, paper read, or address delivered, if it has been approved in advance by the Board of Governors.

Article 25. Representation of the Association
§25.1 Representation. The President or a person designated by the President shall express the policy of the Association as determined by the House of Delegates. No other member or employee of the Association may represent the Association or a section or committee before a legislative body, court, or governmental agency, unless specifically authorized by the House.

§25.2 Briefs. If representation of the Association involves the filing of a brief, its submission must be approved by the Board of Governors, and the brief must be reviewed by the Board or its designee before it is submitted.

§25.3 Personal Views of Members. A member who, when making a public utterance, permits himself or herself to be identified as having an official connection with the Association or one of its sections or committees shall, if the policy of the Association on the subject matter of the utterance has been determined by the House of Delegates, fairly state that policy and, if expressing a view at variance with it, clearly identify the variance as the member’s personal views only. If there has not been, or the member has no knowledge of, any such policy determination, the member shall nevertheless identify the utterance as personal views.

Article 26. Board of Governors
§26.1 Terms and Election.
(a) A member of the Board of Governors shall be elected from each district established by the Constitution and, in addition, there shall be 14 members-at-large. The House of Delegates shall elect Board members at its first session at the annual meeting.

(b) In 1985 and each succeeding third year, a member of the Board from each of the third, fifth, ninth, fourteenth, fifteenth, sixteenth, and seventeenth districts shall be elected; in 1986 and each succeeding third year, a member of the Board from each of the seventh, eighth, tenth, eleventh, and thirteenth districts shall be elected; in 1987 and each succeeding third year, a member of the Board from each of the first, second, fourth, sixth, and twelfth districts shall be elected; and in 1989 and each succeeding third year, a member of the Board from the eighteenth district shall be elected.

(c) In 1985 two section members-at-large shall be elected for a one-year term, two section members-at-large shall be elected for a two-year term, and two section members-at-large shall be elected for a three-year term. In 1985 and each succeeding third year a young lawyer member-at-large and the judicial member-at-large shall be elected for a three-year term. In 1986 and each succeeding third year, two section members-at-large shall be elected. In 1987 and each succeeding third year, two section members-at-large and a young lawyer member-at-large shall be elected. In 1988 and each succeeding third year, two section members-at-large, a young lawyer member-at-large, and the judicial member-at-large shall be elected. In 2005 and in each succeeding year, a law student member-at-large shall be elected to serve a non-voting one-year term.

(d) Until the conclusion of the annual meeting in 2015, and beginning in 1996 and in each succeeding third year, two members-atlarge shall be elected, one of whom shall be a woman and one of whom shall be a minority. In 1997 and in each succeeding third year, one member-at-large who is a minority shall be elected. In 1998 and in each succeeding third year, one member-at-large who is a woman shall be elected. In 1996 one member-at-large who is a minority shall be elected for a one-year term, and one member-at-large who is a woman shall be elected for a two-year term.

Article 27. Scope and Correlation of Work
§27.1 Terms and Election.
(a) The Committee on Scope and Correlation of Work consists of five members of the Association, one of whom is elected in each year by the House of Delegates to serve a five-year term beginning with the adjournment of the annual meeting during which elected. Nominations must be made from the floor at the first session of the House and the election shall be held at the next session of the House. The Committee shall annually designate its chair.

(b) The Chair of the House shall appoint a liaison member from the sections, who serves without vote, from among three nominations submitted by the Section Officers Conference. The liaison member from the sections shall serve for a term of three years, and may be reappointed only in the manner hereinabove provided, and may not serve for more than two consecutive full three-year terms. The chairs of the Program and Finance Committees of the Board of Governors each designate a member to serve as an ex-officio liaison representative to Scope, without vote.

§27.2 Jurisdiction. The Committee on Scope and Correlation of work shall study the structure, functions, and work of the sections, committees, and other agencies of the Association. It shall make such recommendations to the House or the Board of Governors as it considers appropriate to correlating the work of the Association as a whole and providing better use of the Association’s resources. The Committee is responsible to the House and it has no powers or duties other than those prescribed by this paragraph.

Article 28. Finances
§28.1 Authority to Incur Expense. The Board shall formulate and administer Association policy respecting authorized expenditures and procedures for reimbursement. If a proposal requiring the expenditure of funds originates in the House of Delegates, it may be acted on only after the Board reports on its feasibility.

§28.2 Payment of Authorized Expenses.
(a) The Treasurer may pay only authorized expenses that are within budget appropriations.
(b) Expenditures from section funds, whether current or accumulated, may be made only if authorized by the section or section council or, in the case of the Law Student Division, by its officers. The Treasurer shall pay from those funds only such amounts as the chair of the section or the treasurer of the Law Student Division, as the case may be, certifies as having been so authorized.

§28.3 Advisory Committee Expenses. An appropriation may not be made for a meeting of an advisory committee, and a member of an advisory committee may not be reimbursed from Association funds for traveling or other expenses incurred in attending such a meeting. However, under conditions prescribed by the Board of Governors, reimbursement may be made to advisory committee members in individual cases for expenses incurred in carrying out special assignments for their related committees.

§28.4 Expenses at Annual Meeting. A member of the Association who is not a staff member or a law student member may not be reimbursed from Association funds for travel expenses incurred in attending an annual meeting, nor may a member of the Association who is not a staff member, law student member or a member of the Board of Governors be reimbursed for other expenses incurred in attending an annual meeting, or a meeting held at the site or in the area of an annual meeting, within seven days immediately before or after the annual meeting. However, a per diem allowance may be provided for attending a meeting of:

(a) a committee of the House of Delegates;
(b) a committee of the Association; or
(c) a section council or committee, including the equivalent component of the Law Student Division, held at any time before or after the annual meeting. Payment of travel expenses and per diem allowances to special guests or speakers who would not otherwise attend the meeting, whether or not members of the Association, may be authorized under conditions prescribed by the Board.

§28.5 Financial Liability. The financial liability of the Association to any section, committee, fund, or organization is limited to the funds credited to it on the financial record of the Association and the liability ceases upon the Treasurer’s payment of that amount. If a section, committee, fund, or organization, or one of its members, incurs a liability that is greater than the funds so credited, it is the obligation of each person responsible for incurring or authorizing the liability.

§28.6 Contracting Authority. Only the President or the administrative officer has the authority to bind the Association, or any of its entities, contractually, except that: (a) the Board of Governors may specifically authorize another person to execute a contract on behalf of the Association; and (b) the President or the administrative officer may, in writing, specifically delegate to other persons the authority to bind the Association contractually under conditions set forth in the written authorization. Only contracts made pursuant to this section are valid.

Article 29. Duties of Officers
§29.1 General Duties. The President, the President-Elect, the Chair of the House of Delegates, the Secretary, and the Treasurer are ex-officio members of the House of Delegates and the Board of Governors. They have the duties normally incident to their respective offices.

§29.2 President. The President shall preside at meetings of the Board of Governors and is the principal spokesperson of the Association. Unless otherwise provided, the President shall appoint the chair and members of each committee of the Association and of the Board.

§29.3 President-Elect. The President-Elect shall perform such duties as the President may assign and, except as otherwise provided, the duties of the President when the President is disabled from performing the duties of that office or absent from any meeting of the House of Delegates.

§29.4 Chair of the House of Delegates. The Chair of the House of Delegates shall:
(a) preside at meetings of the House and the Nominating Committee;
(b) preside, in the absence of the President, at meetings of the Board of Governors;
(c) preside, in the absence of the President and the President-Elect, at other events at which the President would preside if present;

(d) appoint committees of the House, as provided by the Rules of the House;
(e) effectuate the filling of vacancies in the case of elected members of the Board, other than the members-at-large; and
(f) transmit promptly to each state and participating local bar association and affiliated organization reports and information as to action taken by the House.

§29.5 Secretary. The Secretary shall:
(a) keep the respective minutes and records of the House of Delegates, the Board of Governors, and the Nominating Committee;
(b) keep the roster of the delegates in the House;
(c) receive, certify, and publish nominations of officers and governors;
(d) receive, certify, and publish the results of mail ballots of the Nominating Committee and the results of the election of Delegates-at-Large;

(e) receive and keep as the property of the Association all papers, addresses, and reports to the House; and
(f) give notice, when notice is required to be given, to the House, Board, or the members of the Association.

§29.6 Treasurer. The Treasurer shall supervise the safekeeping of the funds and investments of the Association, and shall report periodically on the financial condition of the Association to the House of Delegates and Board of Governors. The Treasurer’s annual report shall be submitted for examination and audit by a certified public accountant designated by the Board of Governors upon recommendation of the Audit Committee.

§29.7 Administrative Officer. The administrative officer appointed by the Board of Governors shall administer the staff and facilities of the Association subject to the direction of the President and the Board.

§29.8 Secretary-Elect and Treasurer-Elect. The Secretary-Elect and Treasurer-Elect shall perform such duties as the Board of Governors and the Secretary or Treasurer, respectively, may prescribe.
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