UTAH STATE BAR
TAX SECTION
BYLAWS

ARTICLE I
ORGANIZATION

1.1 Creation. The Tax Section ("Section") is established pursuant to the Bylaws of the Utah State Bar (the "Bar") to accomplish the purposes set forth therein.

1.2 Purpose. The purpose of the Section shall be to assist its members and all interested members of the Bar:

(a) By providing opportunities and forums for Section members to network and exchange ideas regarding federal and state tax matters;

(b) By providing high quality continuing legal education ("CLE") opportunities at reasonable cost for Section members;

(c) By monitoring legal, legislative and political issues relevant to Section members and to make recommendations to the Bar with respect thereto.

(d) To undertake such other service as may be of benefit to the Section's members, the legal profession and the public.

1.3 Limitations. These Bylaws are adopted subject to the applicable Utah Statutes and the Bylaws of the Utah State Bar.

1.4 Principal Office. The principal office of the Section shall be maintained in the offices of the Utah State Bar.

1.5 Fiscal Year. The fiscal year of the Section shall coincide with that of the Utah State Bar.

ARTICLE 2
MEMBERSHIP

2.1    Enrollment.  Any member of the Utah State Bar in good standing with the Bar may, upon request to the Executive Director of the Bar, be enrolled as a member of the Section by the payment of annual section dues in an amount and for the purpose approved by the Board of Commissioners of the Utah State Bar. 

2.2    The Membership  Members enrolled as provided in Section 2.1 shall constitute the membership of the section. 

2.3    Enrollment of Legal Assistants.  Any member of the Legal Assistants Division of the Utah State Bar and in good standing with the Utah State Bar may be enrolled as associate members of the Section upon proper request to the Executive Director of the Bar and upon payment of annual Section dues in an amount and for the purpose approved by the Board of Commissioners of the Utah State Bar.  Associate members may attend any Section meeting at which CLE credit is offered to its regular members.  Associate members shall not be entitled to hold office in the Section or to vote on any Section business.  In addition, associate members shall not hold themselves out, by virtue of their membership in the Section, as being members of the Utah State Bar and will follow all guidelines and directives from the Section Chair in connection with the implementation of this requirement.  Associate members are otherwise entitled to all of the privileges and benefits of Section membership.  This amendment to the Section Bylaws shall expire on June 30, 2004, unless a majority of the Section members in attendance at the Section’s 2004 annual business meeting vote to adopt this amendment as a permanent amendment to the Section’s Bylaws.

2.4    Dues.  The dues shall be such amount as shall be established by the Bar from time to time.

ARTICLE 3
MEETINGS

3.1 Regular Meetings. The Section shall hold regular luncheon meetings on the fourth (4th) Wednesday in the months of September, October, November, January, February, March and April at such time and place as the Officers may determine from time to time. The Officers may change the day and months(s) designated above as they may determine in their discretion from time to time.

3.2 Annual Business Meeting. The annual business meeting of the Section shall be held at a place determined by the Officers on the fourth (4th) Wednesday in the month of May in each year or such other date as designated by the Officers.

3.3 Quorum.  Ten (10) members of the Section present in person at any meeting shall constitute a quorum for the transaction of business.

3.4 Controlling Vote. Action of the Section shall be by majority vote of the members present and voting at any meeting of the Section.

3.5 Agenda.  At the annual meeting of the Section, Officers of the Section shall be elected and other business may be discussed and voted upon as determined to be appropriate by the Chair.

3.6 Special Meetings. Special meetings of the Section may be called by the Section Chair at such time and place as he or she may determine.

3.7 Notice of Meetings. Reasonable notice shall be given to all Section members stating the date, hour and place of all meetings of members, and in the case of all special meetings the purpose or purposes for which the meeting is called. Notice shall be given at least five (5) days prior to the date of the meeting to each member of the Section. If mailed, notice shall be deemed delivered when deposited in the United States mail addressed to the member at his or her address as it appears on the records of the Utah State Bar, with postage thereon prepaid.

ARTICLE 4
OFFICERS

4.1 Officers. The Officers of the Section ("Officers") shall be a Chair, Vice Chair, a Treasurer, and a Program Chair, chosen from the membership of the Section.

4.2 Section Chair. The Section Chair shall preside at all meetings of the Section and of Section Officers. The Chair shall coordinate and supervise the activities of the Officers of the Section and shall represent the Section in meetings with Bar leadership and other Section chairs. The Chair shall perform such other duties as usually pertain to the office of Chair.

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4.3 Vice Chair. Upon the death, resignation or during the disability or unavailability of the Chair, or upon his or her refusal to act, the Vice Chair shall perform the duties of the Chair for the remainder of the Chair's term except in the case of the Chair's disability or unavailability, and then only during so much of the term as the disability or unavailability shall continue. The Vice Chair of the Section shall assist the Chair at such times and in such manner as the Chair may reasonably request. The Vice Chair shall also act as the coordinator of the Section's Internet web site.

4.4 Treasurer. The Treasurer shall be the custodian of all books, papers, records and other documents of the Section. He or she shall keep a record of all accounts and of all proceedings of meetings of the Section and of the Officers, whether assembled or pursuant to teleconference or other electronic communication. The Treasurer shall ensure that Section members pay fees for lunches attended and shall take appropriate followup action on delinquencies. In conjunction with the Chair and Vice Chair, the Treasurer shall attend generally to the business of the Section.

4.5 Program Chair. The Program Chair shall be responsible to plan all luncheons, programs and continuing legal education activities of the Section, enlisting support from Section members and others in presenting timely and appropriate CLE to Section members and other interested attorneys, including presentations as requested or appropriate at meetings of the Utah State Bar.

4.6 Officer Votes. If, pursuant to these Bylaws, the Officers make a selection or vote on any matter and there is no majority consensus, the Chair shall make the final determination on the matter or issue for which consensus was not reached.

ARTICLE 5
ELECTIONS

5.1 Succession to Offices. Except for circumstances of death, disability, resignation or removal for cause by a majority vote of Section members at a meeting duly called or by written ballot submitted to all Section members, Officers who have previously been elected shall succeed to their offices as set forth in this section at the Section's annual business meeting. The Program Chair shall automatically succeed to the office of Treasurer. The Treasurer shall automatically succeed to the office of Vice Chair. The Vice Chair shall automatically succeed to the office of Section Chair.

5.2 Elections. During the Section's annual business meeting, an election shall be held to fill the office of Program Chair and any other office to which no person automatically succeeds. Election shall be by majority vote of the members then in attendance. If for lack of nominations or any other reason an office is not filled through the election process, such office may be filled pursuant to Section 5.3.

5.3 Vacancies. If at any time an office shall become vacant for any reason, then the remaining Section Officers may appoint any member of the Section to fill the vacancy for the balance of the unexpired term. Such appointed person shall not succeed automatically to another Section Office as provided in Section 5. 1, above, but shall be subject to elections as provided in Section 5.2, above.

5.4 Term of Office. The term of office shall begin with the adjournment of the annual business meeting following election or succession to office, as the case may be, and shall end following the annual business meeting at which a successor has been duly elected and qualified, appointed and qualified, or succeeded to the office, as the case may be.

ARTICLE 6
TAX PRACTITIONER OF YEAR

6.1 Annual Award. Since 1994, the Section has presented a member of the Section with the Tax Practitioner of the Year Award at the annual business meeting. The Section shall continue to make such an annual presentation, pursuant to the guidelines in this Article, unless and until the Officers determine with advance notice to the Section that the award will no longer be continued.

6.2 Selection. Awardees will be selected by the Officers, each of whom will be ineligible to receive the award during the years they are in office.

6.3 Time of Presentation. The Award shall be presented during the annual business meeting and shall be memorialized by an engraved plaque or other suitable token of appreciation.

6.4 Criteria for Selection. In addition to requiring the awardee to be a member of the Tax Section, the following factors shall be considered in determining the awardee: excellent results achieved during the year in the practice of federal and state taxes and tax related matters, including trying cases, drafting legislation, developing regulations and public guidance, significant involvement in public committees, seminars or forums; outstanding public service, including legislative, charitable and education contributions; prominent service to the Tax Section and Utah State Bar; accumulation of noteworthy years of service to the Bar and tax community, and other relevant performance, achievement or service of singular merit.

6.5 Priority to New Recipients. Although prior award recipients will not be excluded from receiving multiple awards, where possible, the award shall be conferred upon first time recipients.

6.6 Section Input. Award nominations can be submitted in writing to any officer of the Tax Section. Nominations will be accepted through May 1st or such other date as may be determined by the Chair.

ARTICLE 7
COMMITTEES

7.1 Committees. The Section shall have such committees as may from time to time be appointed by the Officers to perform such duties and exercise such powers as the Officers may direct.
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7.2 Committee Chairperson. Each Committee shall have a Chairperson to be appointed by the Officers who will then regularly report to the Officers.

7.3 Duties of Committees. Each Committee shall have the responsibilities which are delegated to it by the Officers, which may include the following:

(a) To plan and implement section projects including but not limited to Section meetings and continuing legal education seminars.

(b) To analyze issues and make recommendations to the Officers on matters referred to the Committee or on its own initiation.

7.4 Membership of Committees. Upon request, any member of the Section may be a member of one or more Committees.

7.5 Duties of Members of Committee. A Section member shall become a member of a Committee with the understanding he or she will devote sufficient time to assist the Chairperson of the Committee in performing the duties of the Committee.

7.6 Meetings. The Committees may act by correspondence or at meetings separate from the Section. Section members may but need not be given notice of Committee meetings and all Committee meetings may but need not be open to all Section members.

ARTICLE 8
AMENDMENTS

8.1 These Bylaws may be amended at any meeting of the Section by a majority vote of the members of the Section present and voting.

CERTIFICATION OF ADOPTION

I CERTIFY THAT THE FOREGOING BYLAWS WERE ADOPTED BY VOTE OF THE SECTION MEMBERSHIP OF THE TAX SECTION OF THE UTAH STATE BAR AT A MEETING, DULY CALLED, ON THE DAY               OF                               , 2000.
BY                                                          
TREASURER