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Bylaws

Table of Contents

Article I—Membership

Section 1—Each member of the State Bar shall furnish the Secretary information indicating his/her date and place of birth, dates of admission to practice in various courts, and concerning such other matters as the Board may from time to time prescribe. This information shall be furnished by each member as part of or as a supplement to the statement required by the Rules or upon inquiry at any time by the Secretary.

Section 2—The Secretary shall keep lists of the active and inactive members. Each active member shall be furnished by the Secretary, upon the payment of his/her annual dues, with an appropriate membership card.

Section 3—When an inactive member desires to become an active member his/her application shall be on such form as the Secretary shall prescribe, and with such application the member shall pay the dues which would have been payable on October 1 preceding his/ her filing of the application had he/she then been an active member, but he/she shall be called upon to pay no other back dues.

Section 4—Inactive members shall have the right to attend meetings of the State Bar but without right to vote.

Section 5—In the event that an inactive member, or an active member, while suspended, shall practice law, he/she shall be deemed guilty of professional misconduct and shall be subject to discipline therefor as in cases of other professional misconduct.

Section 6—Any person currently employed or retained by a lawyer, law office, governmental agency or other entity engaged in the practice of law, in a capacity or function which involves the performance under the direction and supervision of an attorney of specifically-delegated substantive legal work, which work, for the most part, requires a sufficient knowledge of legal concepts such that, absent that legal assistant, the attorney would perform the task, and which work is not primarily clerical or secretarial in nature, and:

    (a) who has graduated from an ABA approved program of study for legal assistance and has a baccalaureate degree; or

    (b) has received a baccalaureate degree in any field, plus not less than two years of in-house training as a legal assistant; or

    (c) who has received an associate degree in the legal assistant field, plus not less than two years of in-house training as a legal assistant; or

    (d) who has received an associate degree in any field and who has graduated from an ABA approved program of study for legal assistants, plus not less than two years of in-house training as a legal assistant; or

    (e) who has a minimum of four (4) years of in-house training as a legal assistant;

may upon submitting proof thereof at the time of application and annually thereafter become a Legal Assistant Affiliate Member of the State Bar of Michigan.

Section 7—Any person who has received a baccalaureate degree and/or a combination of associate degrees with two years of professional experience in the field of legal administration currently employed or retained by a lawyer, law office, governmental agency or other entity engaged in the practice of law, to exercise management responsibilities for one or more of the six functions illustrated below, may upon submitting proof thereof at the time of application and annually thereafter become a Legal Administrator Affiliate Member of the State Bar of Michigan.

Qualifying management responsibilities for Legal Administrator Affiliate Members of the State Bar of Michigan include:

    (a) General management, including management of a majority of the following activities: policy making, strategic and tactical planning, business development, risk management, quality control, organizational development and other general management functions beyond mere attendance at management meetings.

    (b) Financial management, including management of a majority of the following activities: planning, forecasting, budgeting, variance analysis, financial reporting, operations analysis, general ledger accounting, rate determination, billing and collections, cash flow control, banking relationships, investment, tax planning, tax reporting, trust accounting, payroll, ERISA accounting, and other financial management functions beyond mere recordkeeping.

    (c) Human resource management, including management of a majority of the following activities for the legal, paralegal and support staff: recruiting, selection, placement, orientation, training and development, performance evaluation, salary administration, employee relations, motivation, counseling, disciplining, discharging, benefits administration, workers' compensation, personnel data systems, organizational analysis, job design, resource allocation, and other human resource management functions beyond mere recordkeeping.

    (d) Systems management, including management of a majority of the following activities: systems analysis, operational audits, procedural handbooks, cost/benefit analysis, computer systems design, programming and systems development, information services, records management, library management, office automation, document construction systems, information storage and retrieval, telecommunications, litigation support, legal practice systems and other systems management functions beyond mere procedures manuals and computer program documentation.

    (e) Facilities management, including management of a majority of the following activities: space planning and design, office renovation, purchasing, inventory control, reprographics, records management, reception/switchboard services, telecommunications, mail, messenger and other facilities management functions beyond mere purchase order processing.

    (f) Practice management, including management of one or more of the following activities: lawyer recruiting, lawyer training and development, legal assistant supervision, practice development, marketing public relations, advertising, work product quality control, professional standards, substantive practice systems, and other practice management functions beyond mere recordkeeping and press release writing.


Article II—Annual Meeting of the State Bar

The time and place of the annual meeting of the State Bar of Michigan shall be fixed by the Board of Commissioners at least three months prior to the meeting. Notice of the meeting shall be published in the Michigan Bar Journal, posted on the State Bar website, or mailed to each a active member at least thirty days prior to the meeting.


Article III—Board of Commissioners

Section 1—Election Districts.

There shall be nine Commissioners election districts composed of the judicial circuits indicated:

District A—11th, 12th, 13th, 19th, 23rd, 25th, 26th, 28th, 32nd, 33rd, 34th, 41st, 46th, 47th, 50th, 51st, 53rd, 57th

District B—7th, 10th, 18th, 24th, 40th, 42nd, 52nd, 54th

District C—14th, 17th, 20th, 21st, 27th, 49th, 55th

District D—16th, 31st

District E—5th, 8th, 29th, 30th, 35th, 44th, 56th

District F—1st, 2nd, 9th, 15th, 36th, 37th, 43rd, 45th, 48th

District G—4th, 22nd

District H—3rd, 38th, 39th

District I—6th

Each district shall be entitled to elect one Commissioner with the exception of District C, which shall be entitled to elect two Commissioners; District E, which shall be entitled to elect two Commissioners; District H, which shall be entitled to elect five Commissioner; and District I, which shall be entitled to elect six Commissioners.

Section 2—Notice of Election.

Notice of the election of Commissioners to be held and the districts from which they shall be elected during the current year shall be published by the Secretary in the regular issue of the Michigan Bar Journal last published and mailed prior to the month of April in each year.

Section 3—Nominations.

Commissioners shall be nominated by written petition filed with the Secretary during the month of April of five or more active members eligible to vote in the district for which the nomination is made. Only active members of the State Bar of Michigan eligible to vote in the district they are to represent and who consent to their candidacy in writing may be nominated to serve as Commissioner.

Section 4—Form of Petition.

The Secretary shall prepare a form of petition for the nomination of Commissioners and shall furnish copies thereof to any active member upon request. Nominations may be made on such forms, but nominations in any other form of petition which complies with the Rules and Bylaws shall be deemed sufficient.

Section 5—Election Procedures.

In the event that in any district no petition for the nomination of a district Commissioner is filed within the time prescribed by the Rules, or in the event that in any district entitled to elect more than one Commissioner an insufficient number of candidates are nominated to fill the number of offices of district Commissioners to which such district is entitled, the newly elected Board, at its first meeting, shall elect a district Commissioner or Commissioners for such district to fill the vacancy resulting in such failure to nominate and elect, which district Commissioner or Commissioners shall serve for one year, and an election in such district shall be held, at the time and in the manner of the other next succeeding annual elections, of a district Commissioner or Commissioners to serve for the balance of the term for which the district Commissioner or Commissioners should have been elected in the prior year.

In the event that only one nominating petition is filed for the election of a district Commissioner in any district, or in the event that nominating petitions are filed in any district entitled to more than one Commissioner nominating only the same number or a smaller number of persons than there are district Commissioners to be elected at the election in such district, the person or persons so nominated shall be declared to be elected, and no ballot shall be prepared or mailed to those entitled to vote in such district (or county) at such annual election.

All ballots shall be voted for the full number of Commissioners to be elected in the district in which any election is held. No ballot shall be counted which does not comply with this provision.

Section 6—Disputed Election.

In the event there is any contest in the election of a Commissioner, the contest shall be decided by the Board of Commissioners at its first meeting after the election or at an adjourned meeting or meetings thereof, and the decision of the Board shall be final. The Secretary shall give written notice to each contestant of the hearing of the contest, and each contestant shall have the right to be personally present and also to be represented by an attorney and to present his/her proofs at such hearing. The Board shall have the right not only to examine the ballots but also to examine into the validity thereof and into all matters germane to such election and contest.

The Board may cause the hearing concerning such contest to be heard by a Committee appointed from its members, but the decision of the Committee shall not be effective until approved by the Board. In each contest the Board shall have the right to prescribe additional rules and regulations for the conduct thereof.

Section 7—Meetings.

The first meeting of the incoming Board of Commissioners shall be held during the annual meeting. Meetings of the Board shall be held at least quarterly, with the time, place, and manner determined by the Board.

Meetings of the Board of Commissioners may be held at any time upon the call of the President and shall be called by the Secretary upon the written request of at least three members of the Board.

At a meeting, a majority of the Board constitutes a quorum. Each member of the Board may cast only one vote.

Notice of the time, place, and manner of any meeting of the Board shall be posted on the State Bar website and provided to each member of the Board by e-mail or telephone as soon as possible but not less than twenty-four hours before the meeting.

Except as otherwise provided by the Supreme Court, at any meeting of the Board any business may be transacted that is within the power of the Board, whether or not it was specifically identified in the notice of the meeting.

In the event that less than a quorum of the Board attends a meeting, those present shall have the right to adjourn the meeting to some later time, and if a quorum is present at the adjourned meeting the Board may proceed with action at such time without further call or notice.

The Board and the Executive Committee shall not take any action except at a meeting at which a quorum is present and for which notice of the time, place, and manner has been duly given in accordance with these bylaws. Unless otherwise provided by the Supreme Court, a vote of the Board may be taken by e-mail or teleconference.

A vote in support or opposition to legislation may be taken during a teleconference or by e-mail, if notice of the vote has been given in accordance with any administrative order or rule of the Supreme Court and these bylaws, and if the President or a majority of the Executive Committee of the State Bar determines that a vote on the legislative matter is urgently required and cannot practically be held in a meeting of the Board.

Section 8—Officers.

No person shall hold the office of Secretary or the office of Treasurer for more than three consecutive terms.

The President shall have the authority to exercise any non-policymaking power of the Board between meetings of the Board whenever the President finds that the action is necessary and that a meeting of the Board or the Executive Committee is not necessary or cannot reasonably be convened. An action taken by the President shall not be inconsistent with any action taken or any policy adopted previously by the Board, Executive Committee, or the Representative Assembly. The President shall promptly notify the Board of the action by e-mail or telephone.

Section 9—Executive Committee.

The Executive Committee shall consist of ten members, comprised of the President, President-elect, Vice President, Treasurer, Secretary, Representative Assembly Chair, Representative Assembly Vice Chair, and three other members of the Board selected by the President and approved by the Board. The President shall preside at the meetings of the Executive Committee and the Secretary shall keep the record of its minutes.

The Executive Committee shall have no power to amend the bylaws, to make rules and regulations governing nominations and elections, to fill vacancies in its own membership, or on the Board, or to elect officers of the Board, but unless otherwise ordered by the Board, may exercise all other powers of the Board between meetings of the Board.

The Executive Committee shall meet at the call of the President or of any two members on eighteen hours notice to members by e-mail or telephone. Under extraordinary circumstances noted in the minutes, a meeting may be held on less than eighteen hours notice if a majority of the Executive Committee votes to waive the eighteen hour notice requirement. At a meeting, a majority of the Executive Committee constitutes a quorum and a majority of members present is required for any action of the Executive Committee.

The Executive Committee shall keep minutes of its meetings and submit the minutes for approval at its next meeting.

The Executive Committee may take a position on a proposed Court Rule if the deadline for a response does not allow consideration by the Board, provided the position is not inconsistent with policies adopted by the Board or Representative Assembly.

The Executive Committee shall perform such other duties as the Board may from time to time prescribe.

Section 10—Subcommittees.

The Board of Commissioners shall appoint such subcommittees as it deems desirable to carry out its functions.

Section 11—Limitation of Terms.

Except as otherwise stated herein, no Commissioner may serve more than three full consecutive terms on the Board of Commissioners. If the remaining term of a commissioner elected vice-president or president-elect will expire before the commissioner completes a term as president, the term shall be extended to allow the commissioner to complete the term as president. Any Commissioner who holds office upon the effective date of this Bylaw Section, October 1, 1995, may serve a maximum of two consecutive terms beyond the expiration of the then current term.


Article IV—Representative Assembly

Section 1—Notice of Election.

Notice of the election of Representatives to be held and the judicial circuits from which they shall be elected during the current year shall be published by the Secretary in the regular issue of the Michigan Bar Journal last published and mailed prior to the month of April in each year.

Section 2—Nominations.

Representatives shall be nominated by written petition filed with the Secretary during the month of April of five or more active members eligible to vote in the circuit for which that nomination is made. Only active members of the State Bar of Michigan eligible to vote in the circuit they are to represent and who consent to their candidacy in writing may be nominated to serve as Representatives.

Section 3—Form of Petition.

The Secretary shall prepare a form of petition for the nomination of Representatives and shall furnish copies thereof to any active member upon request. Nominations may be made on such forms, but nominations in any other form of petition which complies with the Rules and Bylaws shall be deemed sufficient.

Section 4—Election Procedure.

If the number of nomination petitions filed for the election of the Representatives in a circuit are less than or equal to the number of Representatives to which the circuit is entitled, the candidates nominated shall be declared elected and a ballot shall not be prepared or mailed to those entitled to vote in that circuit at the annual election.

If there are two or more seats of differing terms available in a circuit and a lesser or equal number of candidates, the candidate with the most cumulative years of service on the Representative Assembly shall choose the term he or she prefers, and any remaining incumbents shall then choose in order of seniority. Thereafter, the candidate with the most years as a member of the State Bar of Michigan shall choose the term he or she prefers, and the remaining candidates shall then choose in order of seniority. Any terms not then assigned shall be assigned by lot.

In a district with differing terms in which there is an election and votes are cast, the candidate receiving the most votes shall serve the longest term, the candidate with the next highest vote total shall serve the next longest term, and any remaining terms shall be filled in like manner.

Section 5—Disputed Election.

In the event there is any contest in the election of a Representative, the contest shall be decided by the Representative Assembly at its first meeting after the election, or at an adjourned meeting or meetings thereof, and the decision of the Assembly shall be final. The Clerk shall give written notice to each contestant of the hearing of the contest, and each contestant shall have the right to be personally present and also to be represented by an attorney and to present his/her proofs at such a hearing. The Assembly shall have the right not only to examine the ballots but also to examine into the validity thereof and into all matters germane to such election and contest.

The Representative Assembly may cause the hearing concerning such contest to be heard by a Committee appointed from its members, but the decision of the Committee shall not be effective until approved by the Assembly. In each contest the Assembly shall have the right to prescribe additional rules and regulations for the conduct thereof.

Section 6—Meetings.

Notification of the time and place of any meeting of the Representative Assembly and the calendar to be considered shall be mailed by the Clerk or published by him/her in the Michigan Bar Journal, not less than 30 days prior to the time fixed for the first session of the meeting. Such notice, other than by publication in the Journal, shall be sent to each member of the Assembly and to each Chair of a Section of the State Bar of Michigan.

Meetings of the Assembly shall be open to attendance by members of the State Bar of Michigan, subject to the right of the Assembly by vote to go into closed session at any time when it is determined that a particular session shall be a closed session. In fixing and announcing any annual or special meeting of the Assembly, the Board of Commissioners or the President or the Chair of the Assembly, as the case may be, may announce one or more sessions as closed sessions of the Assembly and such sessions shall be closed unless the Assembly shall vote otherwise.

At all meetings of the Assembly, elected Representatives shall be seated by the circuit they represent. Those who are members of the Assembly in any other capacity shall be seated with the circuit in which they maintain their principal office. Nonmembers of the Assembly shall be seated separately from members.

The Chair of the Representative Assembly shall preside at meetings of the Assembly. In the absence of the Chair of the Assembly, the Vice-Chair shall serve in that capacity.

The presiding officer shall preserve order and shall have the power to designate members of the Assembly to aid him/her in so doing. He/she shall require observance of the rules of the Assembly and shall decide questions and order of procedure subject to majority vote of the members present. On an appeal by a member from a ruling by the presiding officer, no member shall speak more than once except by unanimous consent.

The order of business of the Assembly shall be conducted pursuant to its calendar as modified by special orders of business. Any subject may, upon recommendation of the Board of Commissioners and by vote of two-thirds of the members present, provided there is a quorum, be made a special order.

In the event that less than a quorum of the Assembly attends a meeting, those present shall have the right to adjourn the meeting to a later time, and if a quorum is present at the adjourned time the Assembly may proceed with action at such time without further call or notice.

Section 7—Rules of Procedure.

The Representative Assembly may adopt Rules and Procedures not inconsistent with the Supreme Court Rules Concerning the State Bar of Michigan or the Bylaws.

Section 8—Filling Vacancies by Nomination of the Remaining Members from the Affected Judicial Circuit.

When a vacancy arises in the membership of the Representative Assembly as the result of the inability or ineligibility of an elected member to continue to serve, and the vacancy is to be filled by nomination of the remaining Representatives from the affected judicial circuit, the remaining members shall promptly be given notice of the vacancy and requested to submit candidates for consideration for the nomination to the Clerk by a date certain no earlier than three weeks after the notice is mailed. In the event more than one candidate for the nomination is submitted, the Clerk shall within one week after the expiration of the period for submitting candidates prepare and submit a ballot to the remaining members in the affected judicial circuit who shall indicate thereon their preference from among the candidates proposed. The ballot shall be returned by a date specified thereon by the Clerk which may not be earlier than one week after the mailing. The candidate receiving the largest number of votes shall be the nominee. In the event that two or more candidates receive the same number of votes, the Clerk shall determine the nominee by lot.

The remaining members of the Representative Assembly from the affected judicial circuit and all the candidates for the nomination shall promptly be advised of the results of the balloting. Any one of them who has any objection to the process by which the nominee was selected may file a protest with the Clerk in writing within ten days after the results of the balloting are released. The protest shall be considered and acted upon by the Representative Assembly immediately prior to the vote on filling the vacancy. If in the judgment of the Clerk the resolution of the issues raised by the protest would be materially assisted by an investigation and evaluation prior to the Assembly meeting, the Clerk shall refer the protest to the Assembly Committee on Hearings for consideration and report to the Assembly at the time the matter is considered. The Clerk shall give written notice to each person having an interest in the protest of the time and place the matter will be heard by the Representative Assembly and, if referred, by the Assembly Committee on Hearings. Each person interested in the protest shall have the right to be personally present and also to be represented by an attorney and to present his/her proofs. The Assembly shall have the right not only to examine the ballots but also to examine the validity thereof and into all matters germane to the nomination. The decision of the Assembly shall be final.

All ballots shall be voted for one-half or more of the number of Representatives to be elected from the circuits in that election. No ballot shall be counted which does not comply with this provision.


Article V—Office of the State Bar

Section 1—Principal Office.

The principal office of the State Bar of Michigan shall be established and maintained in the city of Lansing and all nominating petitions, ballots, statements, applications, and other notices or requests required or permitted by the Rules and by these Bylaws shall be deemed to be properly filed if addressed to the Secretary and delivered to the principal office of the State Bar of Michigan. In addition, all dues shall be paid at the principal office of the State Bar of Michigan.

Section 2—Branch Office.

The Board of Commissioners may establish a branch office or offices elsewhere in the state of Michigan.


ARTICLE VI—Committees and Appointed Subentities of the Bar

Section 1—Establishment.

No later than August 1 of each year, the Executive Director of the State Bar shall report to the Board of Commissioners on the activities of the committees and subentities of the Bar, how their activities relate to the Strategic Plan of the State Bar, and any modifications recommended to the committee structure or jurisdiction of individual committees. No later than September 1 of each year, the Board of Commissioners by resolution shall establish for each fiscal year, the standing and special committees and other appointed subentities of the State Bar of Michigan. The President of the State Bar has authority to appoint task forces or other ad hoc subentities to address specific problems arising within the year or to execute discrete assignments. The jurisdiction and current membership of each committee and subentity shall be posted on the State Bar of Michigan website, along with minutes and meeting notices and other information of value to the membership. For each committee, the website shall offer members an opportunity for comment online.

Section 2—Appointment and Tenure of Members.

The Standing Committees of the State Bar other than the Character and Fitness Committee, and all other committees and subentities created by the Board of Commissioners shall be appointed from the active membership of the State Bar of Michigan by the President, unless the Board specifically provides otherwise. Local Character and Fitness Committees shall be composed of members of the State Bar of Michigan nominated by the Commissioner or Commissioners for the district in which the Committee serves.

The number and tenure of members of the Committees of the State Bar of Michigan shall be:

    (a) Standing Committees. Unless otherwise authorized by resolution of the Board of Commissioners by a three-quarters vote of the membership present and voting, each Standing Committee shall consist of no more than 15 members, who may not be reappointed after serving two successive three-year terms until the expiration of at least one year. Except for the first appointments following the establishment of a Standing Committee, each member shall serve until the adjournment of the September meeting of the Board of Commissioners in the third year following his/her appointment, or until a successor is appointed. The President shall designate a Chair of each Standing Committee annually. In the original appointment of a Committee, the President may designate one-third of the members to serve until the adjournment of the September meeting of the Board of Commissioners in the first year following their appointment, another third to serve until the adjournment of the September meeting of the Board of Commissioners in the second year following their appointment, and the remaining members to serve until the adjournment of the September meeting of the Board of Commissioners in the third year following their appointment.

    (b) Special Committees. Each Special Committee shall consist of a Chair and the number of members designated by the resolution creating it, and each member shall serve for one year, until the adjournment of the September meeting of the Board of Commissioners, and may be reappointed from year to year if the life of the Special Committee is extended by the Board of Commissioners.

    (c) The State Bar shall advise the membership of the opportunity to serve on a committee or other appointed subentity of the Bar through notice in the Bar Journal, e-Journal, local and specialty bar publications, and other communication designed to promote diversity in membership. In appointing Committee members, the President shall provide for the greatest diversity possible, and, where possible, shall assign members from contiguous areas around the state so that the Committee may divide itself into Subcommittees for the performance of its functions.

    The Assembly Vice Chair may nominate Assembly members to committees of the State Bar for the upcoming year, so that there is at least one but no more than three Assembly members on each committee. Such appointments must be approved by the President-elect at the time he or she is arranging the committee appointments to take effect upon the adjournment of the September meeting of the Board of Commissioners at which the President-elect assumes the office of the President.

Section 3—Meetings.

Committee meetings shall be held upon the call of the Chair and Subcommittee meetings upon call of the Subcommittee Chair. Meetings may be held by telephone conference or video conference. Unless otherwise specified by Board of Commissioners, each committee and subentity shall meet at least once annually.

Section 4—Unexcused Absences.

Any member of a Standing or Special Committee or Assembly Committee who shall be absent without having been excused by the Chair at three consecutive meetings of such Committee or Subcommittee to which he/she may have been assigned, or combination of both, shall be deemed to have resigned and the vacancy thereby created shall be filled in the same manner as it was made, for the unexpired term. Minutes of all Committees and Subcommittees meetings shall be kept, indicating those present, those excused and those absent without excuse. Such minutes shall be forwarded to the principal office of the State Bar of Michigan within 20 days following the meeting.

It shall be the duty of each Committee Chair to personally represent his/her Committee at general membership meetings of the State Bar of Michigan or the Board of Commissioners, as provided by resolution of the Board of Commissioners, unless excused by the President for cause.

Section 5—Quorum.

A majority of the members of any Standing or Special Committee shall constitute a quorum for the transaction of its business.

Section 6—Reports.

No later than May 1 of each year, the chair of each committee and subentity of the Bar, with the assistance of the staff liaison, shall report to the Executive Director on a form provided by the State Bar on the activities and accomplishments of the committee or subentity.

Section 7—Responsibilities of the State Bar to Committee Members.

Each committee and subentity established by resolution of the Board of Commissioners shall be assigned for reporting and liaison purposes to a commissioner committee of the Board of Commissioners. The State Bar shall provide all of the following to each committee and subentity established by resolution of the Board of Commissioners:

  • A list of all committee members with addresses, phone numbers, and e-mail addresses.
  • A list of the committee chairs of all committees and subentities reporting to the same commissioner committee, with addresses, phone numbers, and e-mail addresses.
  • A proposed budget and opportunity for comment before the adoption of the budget by the Board of Commissioners.
  • The current budget.
  • Reporting forms and timetables.
  • Training and leadership opportunities.
  • Information about the committee, its jurisdiction, and membership shall be posted on the State Bar of Michigan website.


Article VII—Sections

Section 1—Establishment and Discontinuance.

New Sections may be established and existing Sections combined or discontinued and their names changed by the Board of Commissioners upon written petition of existing Sections or components of new Sections. A petition seeking to establish a Section shall show substantial compliance with the following requirements:

    (a) That the proponents of the proposed Section have filed with the Secretary a statement setting forth:

      (i) The contemplated jurisdiction of the Section which shall be within the objects of the State Bar of Michigan and not in substantial conflict with the jurisdiction of any Section, Standing Committee or Special Committee the continuance of which is contemplated after the Section is established;

      (ii) The proposed Bylaws of the Section, which shall contain a definition of its jurisdiction;

      (iii) The names of the proposed committees of the Section;

      (iv) The proposed budget for the Section for the first two years of its operation;

      (v) A list of active members of the State Bar of Michigan totaling at least fifty in number, who have signed statements that they will apply for membership in the Section;

      (vi) A statement of the need for the proposed Section.

    (b) In the case of a combination of Sections, in addition to the foregoing, a statement of any jurisdiction that will not be carried into the combination.

Section 2—Officers.

Each Section shall have a Chair, a Chair-Elect, a council and such other officers as the Section Bylaws may provide. The council shall consist of the officers ex-officio and such members as may be provided by the Section Bylaws.

Section 3—Programs.

Programs of Sections during meetings of the State Bar of Michigan shall be subject to approval by the Board of Commissioners.

Section 4—Expenses.

Section dues shall be used to defray the expenses of the Section, shall be segregated from the general funds of the State Bar of Michigan, and shall be disbursed only upon appropriation by the Section council, and in compliance with the requirements of Article IX, Section 3. The Section Treasurer shall submit financial reports of the Section to the Section's membership and to the Board of Commissioners annually.

Compensation of any person for the performance of a service defined by a Section's bylaws or the bylaws of the State Bar of Michigan as a duty of an officer, council member, or member of the Section shall not be paid from that Section's dues or from the general funds of the State Bar of Michigan.

Authorization to compensate an officer or council member for a service to the Section that is not defined by the Section's bylaws as a duty of an officer, council member, or Section member requires a two-thirds vote of the Section council. The person to be compensated may not participate in the vote. The vote must be recorded in the minutes of the meeting, and the minutes must be made available on the Section's website.

Section 5—Newly Admitted Members of the Bar.

Every newly admitted member of the State Bar of Michigan shall be entitled to membership in one Section of his/her choice in addition to the Young Lawyers Section without charge for the first two years following his/her original admission to practice.

Section 6—Section Membership.

Membership in sections is voluntary. Active and inactive members, emeritus members, and affiliate members of the State Bar of Michigan are eligible for membership in all sections other than the Law Student section, the Young Lawyers section, and the Judicial Conference. Legal assistant and legal administrator affiliate members of the State Bar of Michigan shall automatically be members of their respective sections and shall, upon payment of the applicable dues, be eligible for membership in all State Bar sections other than the Law Student section, Young Lawyers section, and the Judicial Conference. Law student affiliate members of the State Bar of Michigan shall automatically be members of the Law Student section and shall, upon payment of the applicable dues, be eligible for membership in all State Bar sections other than Young Lawyers and the Judicial Conference. A section may offer membership to other persons.

Section 7—Section Activity During the Annual Meeting of the State Bar

A section may not hold its annual meeting or other meetings, programs, or activities of the section during the Annual Meeting of the State Bar, unless the section's annual meeting or other activities are held in conjunction with the Annual Meeting of the State Bar.


Article VIII—Section and State Bar Entity Activity; Public Policy

Section 1—Annual Reports.

For purposes of this Article:

(1) "State Bar entity" means a body created by action of the Board of Commissioners or Representative Assembly, and any suborganization of such a body, but does not include a Section or suborganization of a Section.

(2) Every Section and State Bar entity so directed by the Board of Commissioners or Representative Assembly shall annually make a written report containing a summary of its activities during the association year which shall be submitted to the Secretary on or before May 31. Annual reports may not exceed five 8 1/2" x 11" pages unless a waiver of this limitation is approved by the Executive Director.

(3) "Keller-permissible policy" means subject matter upon which the State Bar is permitted to advocate by order of the Supreme Court. 1

(4) "Publicly advocate" means to express a formal opinion about a public policy issue on behalf of a Section or State Bar entity of the State Bar to an individual or body external to the State Bar.

Section 2—Reports Containing Recommendations.

(1) Every Section or State Bar entity requesting State Bar endorsement of a recommended position shall submit a report to the Board of Commissioners and/or Representative Assembly using a template format provided by the State Bar. The report may be submitted electronically. Any report containing a recommendation shall:

    (a) Contain no language that may be construed as committing the State Bar of Michigan to any policy not contained in the recommendation.

    (b) Include the process by which the position was taken and the vote by which the position was adopted.

    (c) Contain a statement of the reasons for the recommendations as well as the arguments against, if any.

    (d) Describe why the recommendation should be considered Keller-permissible policy.

    (e) Include the text of any legislation, court rule, or administrative regulation that is the subject of the request or is otherwise referenced in the report. If the report is submitted electronically, the text and references may be included by hyperlink.

    (f) Not exceed the equivalent of five 8 1/2" x 11" typewritten pages unless a waiver of this limitation is obtained from the Executive Director.

(2) A report requesting State Bar endorsement of a position by the Board of Commissioners or Representative Assembly shall be reproduced and distributed by the State Bar of Michigan to the members of the body from whom the endorsement is requested prior to the session at which the report is to be considered. If the report is from a Section, the expense of the reproduction and distribution shall be borne by the Section. A report to the Board of Commissioners shall be provided to the members of that body at least 10 days before the meeting at which the matter is to be considered, and a report to the members of the Representative Assembly at least 30 days before the meeting at which the matter is to be considered.

Section 3—Waiver.

No written reports shall be received or considered by the Board of Commissioners or Representative Assembly that do not meet the requirements of Section 2 of this Article, unless the Board or Assembly authorizes a waiver by a two-thirds vote. Any Section or State Bar entity seeking a waiver of any of the requirements shall give written notice stating its reason to the Board or the State Bar entity on Rules and Calendar of the Representative Assembly at least forty-eight hours before the meeting at which the report is to be considered. A waiver shall not be granted by the Board or Assembly unless action by the Board or Assembly at its forthcoming meeting is desirable because of pending legislation or unless such action for some other reason is considered by the Board or Assembly to be of sufficient importance to justify its consideration at the meeting.

Section 4—Related State Bar entities or Sections.

When the State Bar receives a report requesting State Bar endorsement of a position by the Board of Commissioners or Representative Assembly, the State Bar shall post the report on its website, and notify any Section or State Bar entity whose jurisdiction includes subject matter affected by the report of its posting and of the opportunity for comment.

Section 5—Consideration by Representative Assembly.

The determination of the Board of Commissioners with respect to any recommendation submitted by a Section or Committee may be placed on the calendar of the Representative Assembly by action of the Board or upon written petition of one-third of the members of the Section Council or Committee concerned or upon motion duly made and seconded by members of the Assembly other than members of the Section or Committee concerned. The action of the Representative Assembly with respect to any such matter shall be final and shall constitute the action of the State Bar of Michigan.

Section 6—Representation of the State Bar of Michigan

A Section or State Bar entity or its members, individually or collectively, shall not represent the State Bar of Michigan before any legislative body, in any court or before any other tribunal, in any other forum, or to the public, unless authorized to do so by the Board of Commissioners. State Bar policy may be adopted and declared only by the Board or the Representative Assembly.

Section 7—Public Advocacy by Sections

(1) The only State Bar bodies permitted to take positions on policy issues other than Keller-permissible policy issues are Sections funded by the voluntary dues of their members.

A Section shall notify the Executive Director of the adoption of a public policy position within 10 days of taking the position. A Section may not publicly advocate a public policy position unless the following requirements are met:

    (a) The subject matter is within the jurisdiction of the Section.

    (b) The policy position is adopted in accordance with the Section's bylaws and the requirements of this Article;

    (c) The Executive Director of the State Bar has received the following by mail or e-mail:

      (i) a copy of the report, recommendation, amicus brief, or other written declaration of the policy;

      (ii) a statement that the requirements of this Article have been satisfied.

(2) A State Bar Section may not advocate a policy position on behalf of the Section that is inconsistent with State Bar policy, unless expressly authorized to do so by a majority vote of the Board of Directors or Representative Assembly.

(3) If the public policy position is Keller-permissible and the Section is requesting that the State Bar take a position on the policy, the Section must comply with the requirements of section 2.

(4) A Section that has adopted a position on a Keller-permissible policy in accordance with this Article may publicly advocate the position on behalf of the Section unless expressly directed otherwise by the Board of Commissioners, the Representative Assembly, or, if the matter requires urgent attention, the Executive Committee of the State Bar.

(5) Upon receiving the notice and information on a Keller-permissible policy required by subsection (1), the Executive Director shall cause the matter to be included for notice on the next available agenda of the Board of Commissioners and Representative Assembly, and, if, in the determination of the Executive Director the matter requires urgent attention and consideration, on the next available agenda of the Executive Committee of the Board of Commissioners.

Section 8—Public Policy Activity by Entities other than Sections Funded by Voluntary Member Dues

A State Bar entity created by the Board of Commissioners or Representative Assembly may make recommendations to the Board of Commissioners or Representative Assembly on a Keller-permissible policy as directed by the Board of Commissioners or Representative Assembly, respectively. The State Bar entity shall not publicly advocate a public policy position that has not been adopted by the Board of Commissioners or Representative Assembly unless authorized to do so.

Section 9—Conditions for Public Advocacy

(1) A Section or entity of the State Bar that publicly advocates a public policy position on a matter must include the following information in its written communication to any external entity concerning the public policy position:

    (a) If the State Bar has no position on the matter, a statement that the position expressed is that of the State Bar entity only, and that the State Bar has no position on the matter.

    (b) If the State Bar has a position on the matter, a statement of the State Bar entity's position and a statement of the position of the State Bar.

(2) In any oral public advocacy, sections and entities of the State Bar are responsible for ensuring that the information above has been effectively communicated to the audience to which the advocacy is addressed.

(3) For written communications other than amicus briefs, a Section publicly advocating a public policy position shall also include the following information:

    (a) The number of members of the Section.

    (b) The process by which the position of the State Bar entity was taken.

    (c) The vote by which the position was adopted.

(4) If a Section advocates for a position in violation of any of the provisions of this Article, the position of the Section on the State Bar of Michigan website shall be removed from the website, and the Executive Director shall be responsible for correcting any misunderstanding or confusion that may have resulted from the violation.

1 Supreme Court Administrative Order 2004-1 provides:

The State Bar of Michigan shall not, except as provided in this order, use the dues of its members to fund activities of an ideological nature that are not reasonably related to:

    (A) the regulation and discipline of attorneys;
    (B) the improvement of the functioning of the courts;
    (C) the availability of legal services to society;
    (D) the regulation of attorney trust accounts; and
    (E) the regulation of the legal profession, including the education, the ethics, the competency, and the integrity of the profession.


Article IX—Budget and Appropriations

Section 1—Budget.

The annual budget of the State Bar of Michigan shall be formulated and adopted by the Board of Commissioners.

Section 2—Payment and Expenses.

Duly authorized expenses incurred in the conduct of the affairs of the State Bar of Michigan shall be paid by the Treasurer out of such appropriations as shall have been made for such purposes.

Section 3—Section Expenses.

Expenditures out of the dues of Sections dues, whether current or accumulated, shall be made only by authority of the Section. The Treasurer shall pay out of Section dues amounts the Chair or the Treasurer of the Section certifies as having been so authorized, provided the expenditures are in compliance with the requirements of Article VII, Section 4.

Section 4—Annual and Other Meetings.

Members of the State Bar of Michigan, other than members of the Assembly whose principal place of business is located in the Upper Peninsula and staff, may not be reimbursed for travel or other expenses incurred in attending the annual meeting of the State Bar or other meetings of the Representative Assembly, except as specifically authorized by the Board of Commissioners.

Section 5—Fiscal Year.

The fiscal year of the State Bar of Michigan shall begin October 1 and end on September 30. The annual audit of the books of account prescribed in the Rules shall be made for each fiscal year as soon as practicable after September 30, and a copy of such audit shall be filed with the Clerk of the Supreme Court immediately upon its completion and published in the next issue of the Michigan Bar Journal to be printed thereafter.

Section 6—Authorized Signatures.

All checks, drafts or orders for the payment of money, and all notes, acceptances and contracts shall be signed by such officer or officers or the Executive Director as the Board may from time to time designate.


Article X—Miscellaneous

Section 1—Bar Journal, Subscription Price.

The Board of Commissioners shall fix the subscription price of the Michigan Bar Journal to persons other than active members of the State Bar of Michigan.

Section 2—Required Notices.

Except as otherwise provided by the Supreme Court Rules or these bylaws, any notice required or permitted to be given to a member shall be deemed given when e-mailed to the member at the member's e-mail address as provided to the State Bar.

Section 3—Terminology.

The word "Rules" used in these Bylaws means the Supreme Court Rules Concerning the State Bar of Michigan as adopted by the Court on January 12, 1972, or as the same may hereafter be amended or supplemented; the word "Board" means the Board of Commissioners of the State Bar of Michigan; the word "Assembly" means the Representative Assembly of the State Bar of Michigan; the word "Congress" means the annual Congress of members of the State Bar of Michigan.


Article XI—Amendments

These Bylaws may be amended at any regular or special meeting of the Board of Commissioners by a two-thirds vote of all of the members present provided there is a quorum, and notice of the proposed amendment has been given by posting of the proposed amendment on the State Bar website and mailing or e-mailing of the amendment to the Board not later than 28 days prior to the vote, or in writing no later than at the meeting immediately preceding the meeting at which it is to be considered. No amendment inconsistent with any Rule of the Supreme Court Concerning the State Bar of Michigan shall be effective until and unless an appropriate amendment of such Rules is promulgated by the Court.


Revised 1/17/2014.

     

 

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