By Laws

LEGAL ASSISTANT DIVISION
OF THE
UTAH STATE BAR
BY-LAWS

A rticle I - Definitions
Article II - Purposes of the Legal Assistant Division
Article III - Membership
Article IV - Meetings of the Legal Assistant Division
Article V - Board of Directors
Article VI - Officers
Article VII - Finances
Article VIII - Special Rules and Regulations
Article IX - General
Article X - Parliamentary Authority

ARTICLE I. DEFINITIONS.

In these By-laws:

(a) "Bar" means the Utah State Bar.

(b) "Board" means the directors elected by the membership of the LAD

(c) “Director” means an individual elected to the Board pursuant to these Bylaws.

(d) “Committee” means any number of section, standing committees or special committees, appointed by the Board, to which matters may be referred to for handling or recommendation to the Board.

(e) “Legal Assistant Division”, “Division”, or “LAD” means the affiliate membership of the Utah State Bar.

(f) "Member" means a legal assistant or paralegal who meets the criteria for membership as mandated by the Bar and LAD.

ARTICLE II. PURPOSES OF THE LEGAL ASSISTANT DIVISION.

(a) To enhance the legal profession by facilitating communication between the legal assistant community and the Bar.

(b) To serve the legal profession through education of the Bar concerning the effective utilization of legal assistants.

(c) To foster and promote professional competence and excellence throughout the legal assistant profession.

(d) To provide mutual support, encouragement and establish good fellowship among the members of the legal assistant profession and the legal community.

(e) To further promote the purposes and objectives of the Division, the Board shall encourage the active participation of its members in legal assistant organizations, and work to achieve harmony with such organizations.

(f) To assist the Bar in the protection of the public from unqualified persons engaging in the unauthorized practice of law.

(g) To increase the availability of low-cost legal services through the increased utilization of legal assistants by the Bar.

(h) To assist the Bar in improving the quality and efficiency of the practice of law.

ARTICLE III. MEMBERSHIP.

Section 1. Active Members. Active members are those members who meet the criteria of the definition of a "Legal Assistant" adopted by the Utah Supreme Court and those criteria established by the Bar and the LAD. Membership in the LAD shall not confer upon any member the right or license to practice law in the State of Utah.

Section 2. Register of Members to be Kept. The Bar shall maintain a register of members which shall contain a designation as to their status and such other information as the Board of Bar Commissioners and the Board of LAD may determine to be necessary or desirable. An updated register shall be provided to the Board of LAD upon its request. In addition, at its sole discretion, the Division may publish a directory of members for distribution to LAD members.

Section 3. Information Required of Members. Each member of the LAD shall furnish the Bar information indicating Members' name and address, current employer and such other matters as the Board of Bar Commissioners and the Board of the LAD may from time to time prescribe. The name, business address, business fax and telephone, and practice area information may be published in a membership directory. All other information shall be kept confidential.

Section 4. Membership Certificate or Card. Each Member shall be furnished with an appropriate membership card.

Section 5. Ethics and Professional Conduct. The LAD shall adopt and each Member shall subscribe to and be bound by the Utah Rules of Professional Conduct as they apply. The LAD Ethics Committee shall review any violations of the Utah Rules of Professional Conduct and make recommendations to the Board of Directors. The Board shall then make recommendations to the Utah State Board of Bar Commissioners. Violations of the Utah Rules of Professional Conduct may be grounds for termination from membership and/or removal from office.

ARTICLE IV. MEETINGS OF THE LAD.

Section 1. Dates and Notices.

(a) The time and place of the annual meeting of the LAD shall be fixed and notice given by the Board not less than sixty (60) days prior to the dates of the annual meeting.

(b) The time and place of special meetings of the LAD shall be fixed by the Board and notice shall be given by the Board at least fifteen (15) days prior to the date of any special meeting. The purpose for any special meeting shall be stated in the notice.

(c) A simple majority of those Members present in person or by proxy shall constitute a quorum for the transaction of any business to come before the meeting.

Section 2. Programs. The Board shall appoint such committees and shall take such action as may be appropriate to provide a program at the annual meeting that will permit consideration of the affairs of the LAD and matters relating to the LAD of interest to the Members. The meetings may include such meetings of the Board, sections or committees as may be determined by the Board.

Section 3. Report of the Chair. At the annual meeting, the Chair shall make a report of his or her administration to the members of the LAD which may be oral or in writing.

Section 4. Fees and Charges. A registration fee for attendance at the annual meeting may be charged to all attendees. However, the business sessions of the annual meeting shall be open forum sessions and open to all legal assistants whether members or not. The Board may also make charges for attendance at luncheons, dinners and special events in order to defray all or part of the costs thereof.

Section 5. Reports and Recommendations. Reports of sections and committees, including recommendations requiring affirmative action by the Members, shall be submitted to the Board at least one month prior to the date of the annual or mid-year meeting as the case may be. Reports or recommendations requesting affirmative action shall be considered by the Board and recommendations of the Board for action thereon shall be made at the business or open forum sessions of the annual meeting, and shall be open to debate at that time within reasonable limitations prescribed by the presiding officer, and a vote shall be taken thereon. The vote of the Members shall be advisory to the Board.

Section 6. Resolutions and Open Forum Session. Forty-Five (45) days prior to the annual meeting, any Member may present in writing any resolution pertinent to the legal profession and within the objectives and purposes of the LAD. Resolutions so presented shall be considered by the Board, which body shall report its recommendations with respect to action to be taken thereon at the business or open forum session, at which time such resolutions shall be open to debate within such limitations as shall be prescribed by the prescribed officer, and a vote shall be taken thereon.

Section 7. Suspension of Rules. The time provisions of Sections 5 and 6 of this Article may be suspended by the Board for good cause which shall be set forth in its minutes, or by an affirmative vote of three-fourths of the Members present at any business meeting.

Section 8. Record of Proceedings. A record of the proceedings of the annual meeting shall be kept by the Secretary and shall be available to the Members. At the first regular meeting of the Board held after the annual meeting, a review of the proceedings shall be made by the Board for the purpose of considering any duly adopted resolutions or recommendations approved at the said meetings.

ARTICLE V. BOARD OF DIRECTORS.

Section 1. Board of Directors, Number, Terms and Vacancies, Powers and Duties.

(a) Number. There shall be a Board of Directors of the LAD consisting of not fewer than five (5) nor more than thirteen (13) elected Members and shall at all times be comprised of an uneven number. From time to time, the Board may increase the number of Directors in multiples of two to reach the maximum number of thirteen (13); provided, however, that the timing of the additions to the Board of Directors shall provide for staggered terms for the Board.

(b) Term. The term of office of each Director shall be two years or until a successor is elected and qualified, provided, however, that no Director may be elected for more than two consecutive terms.

(c) Regions. The number of LAD regions and their geographical boundaries may be determined from time to time by the Board as appropriate to provide for adequate membership representation on the Board. The regions and geographical boundaries shall be set forth in the Standing Rules of the LAD. One Director shall be elected from each of the geographical regions.

(d) Vacancies. In the event of a vacancy on the Board occurring prior to the expiration of the Director’s completed term of office by reason of death, resignation, incapacity, or upon the Director ceasing to be an active member of the Division in good standing, the remaining Directors shall appoint a successor from among the active members of the LAD whose mailing addresses on the records of the Bar are in the region from which the Director was elected, who shall serve until the following annual election.

(e) Powers. The Board may exercise all powers necessary and proper to carry out the duties and responsibilities of the LAD and shall exercise all authority which is not specifically reserved to the Bar.

(f) In the event a Director of the Board fails or refuses to attend regularly called meetings of the Board, or otherwise fails to fulfill the duties of the position, at the option of the Board, the Director shall be deemed incapacitated and the corresponding Director position shall be deemed vacant. The vacancy shall be fill by the Board in accordance with Section 1 (d) of this Article.

Section 2. Election of Directors.

(a) The Members shall elect all Directors of the LAD, which election shall take place at each annual meeting. Voting shall be by proxy or ballot at the annual meeting except when there is but one candidate for any office. In that event, if there is no objection, the election of that Director may be by hand or voice vote. Prior to the submission of the ballot at the annual meeting, the Elections Chair shall appoint a judge and three (3) tellers for the purpose of tallying the votes, including all ballots voted by proxy. The Judge shall certify the results of said vote to the Parlimentarian, who shall announce the results to the assembly. A majority shall elect. In the event of a tie, the voting Members shall immediately proceed to vote by ballot to dissolve such tie. Should a third ballot fail to break the tie, the winner shall be determined by lot.

Section 3. Election Notice. Call for nominations for election of Directors and notice of the regions from which they shall be elected during the current year shall be mailed to the active Members of the LAD in that region no later than ninety (90) days prior to the date on which ballots will be counted.

Section 4. Nomination. Nominations shall be in writing, and filed with the Secretary of LAD at least sixty (60) days prior to the date on which ballots will be counted. Such nomination must be signed by three active members of the LAD; provided, however, that in the case of a nomination for a regional director, the mailing addresses of the nominating Members on the records of the Bar must be in the region for which the nomination is being made, and further provided that the mailing address of the Member seeking election as a regional director is also in the geographical region for which candidacy is declared. Any candidate for any director position must meet the qualifications for membership in the LAD and must be a Member in good standing of the LAD at the time of nomination. No candidate may seek election to more than one Director position. A form for the nomination of directors shall be furnished to all active Members and shall take substantially the form set forth in the Standing Rules of the Division.

Section 5. Election Procedures.

(a) Ballots shall be mailed to all active Members in each region in which an election is to be held, containing the alphabetized names of those Members who have been nominated from the respective regions. Said ballots shall be mailed to active Members at their mailing address in the respective regions at least thirty (30) days prior to the date on which ballots will be counted. Each Member may vote in person or by proxy. All proxies shall be in writing shall be delivered or mailed as instructed thereon in order to be received no later than 5:00 p. on the day prior to the date ballots will be counted. A proxy shall be revocable and shall automatically cease if the Member’s membership in the LAD is not active at the time the vote takes place.

(b) Balloting may be by mail or in person. Ballots shall state the date upon which they are due and where to return them. Ballots shall be delivered or mailed as instructed thereon in order to be received no later than 5:00 p.m. on the day prior to the date ballots will be counted. All balloting shall close at 5:00 p.m. on the day prior to the date ballots will be counted.

(c) The Elections Chair shall appoint a judge and three (3) tellers for the purpose of tallying the votes, including all ballots voted by proxy. The judge shall certify the results of said vote to the Parliamentarian who shall announce the results to the assembly. A majority shall elect. In the event of a tie, the voting members shall immediately proceed to vote by ballot to dissolve such tie. Should a third ballot fail to break the tie, the winner shall be determined by drawing lots.

(d) Successful candidates shall be notified of that fact by the Chair of the LAD who shall then call a meeting of the Board prior to the end of the annual meeting for the purpose of re-organizing the Board. Public announcement of election results shall be made at the discretion of the Chair.

(e) The terms of new Directors shall begin when they are seated at the reorganization meeting of the Board.

(f) In the event an insufficient number of nominating petitions are filed to require balloting in a region, the person or persons nominated shall be declared elected.

(g) In the event any day or date set forth herein shall fall on a Saturday, Sunday or holiday, the act required or time fixed shall occur on or run from the next working day.

Section 6. Meetings.

(a) The Board shall hold regular meetings at the Utah State Bar offices, or at such other place as the Board may determine.

(b) Special meetings of the Board may be held at any time upon the call of the Chair, and shall be called by him or her at the request of three or more members of the Board.

(c) Reasonable notice (at least 10 days) of the time and place of all regular meetings shall be given to each member of the Board by the Chair, by mail, telephone, fax or telegraph.

(d) At any regular or special meeting of the Board any business may be transacted which is within the power of the Board, whether or not such business has been placed upon the agenda in advance.

(e) In the event that the Chair desires the vote of the Board without calling a meeting, such a vote may be taken by e-mail, telephone or by fax, provided that all members of the Board who are available at their respective business offices shall be given an opportunity to vote. A vote shall not be valid if a majority quorum of the Board cannot be reached.

Section 7. Quorum. A majority of the number of Directors present at any regularly scheduled meeting shall constitute a quorum for the transaction of business at any meeting of the Board, unless a greater number is required as specifically stated herein. The selection of a Chair, Chair-elect, Secretary, Finance Officer and an interim Director to fill a vacancy, shall be by majority vote of the entire Board. All members of the Board who are present shall vote on all matters when a vote is taken unless they excuse themselves from voting or are excused from voting by a majority of the Board members present by reason of conflict of interest. Any and all Directors may participate in a regular or special meeting by, or conduct the meeting trough the use of, any means of communication by which all Directors participating may simultaneously hear each other during the meeting. A Director participating in a meeting by this means is deemed to be present in person at the meeting.

Section 8. Executive Committee. An Executive Committee of not fewer than three (3) members of the Board, one of whom shall be the Chair, shall be appointed by the Board. The duties of the Executive Committee shall include: (a) the handling of emergency matters when the entire Board cannot be convened or the necessary quorum met; (b) the review of the affairs of the LAD and the making of recommendations to the Board; (c) the handling of ministerial and routine business the LAD which transpires between Board meetings; (d) any other matters delegated to it by the Board. All recommendations and ministerial matters shall be reported to the Board as a part of the agenda for the next Board meeting following such action.

Section 9. Liaison Assignments. In addition to performing such duties as are required by law or which may be assigned, any Director or ex-officio member of the Board may be assigned as contacts or liaison representatives to the various committees, sections and units of the LAD Bar, or other legal assistant organizations and their affiliates, and shall report with respect thereto at the meetings of the Board. Where possible the members of the Board should affiliate and participate with, and be informed upon the work of the Bar, legal assistant organizations and other organizations on subjects relating to those under consideration by the Board, committees, sections and units of the LAD to which the Board members are assigned.

Section 10. Sub-committees. The Board may appoint such sub-committees of the Board as it deems desirable in order to carry out its functions.

Section 11. Ex-Officio Members. Ex-Officio members of the Board may be designated by the Board from year to year, at the Board's discretion. Such members shall not be entitled to vote.

ARTICLE VI. OFFICERS.

Section 1. Officers. The elected officers of the Division shall be Chair, Chair-elect, Secretary and Finance Officer who shall be elected by the Board and who shall hold their offices for one year or until their successors are duly elected and qualified.

Section 2. Chair. The Chair of the L:AD shall be elected by the Board as hereinafter provided. The Chair shall preside at all meetingsof the Division and of the Board, and in the event of any absence, incapacity, or disqualification, the Chair-elect shall perform the duties of the Chair. The Chair shall represent the Division at all appropriate functions and shall perform such other duties and otherwise represent the Division and the Board as directed by the Board.

Section 3. Chair-elect. The Chair-elect of the Division shall automatically succeed to the office of Chair. In the event that a Director is nominated and elected Chair-elect during the first year of his or her term of office and serves as Chair-elect during the second year of his or her term, that Chair-elect shall succeed to the office of Chair and shall serve as Chair of the Division with authority to represent the Division and preside at all meetings of the Board and the Division even though the Chair may no longer be serving in a term as an elected Director. A Chair who is no longer serving in a term as an elected Director has authority to vote on matters brought before the Board only if necessary to break a tie vote.

Section 4. Secretary. The secretary shall attend all meeting of the membership and the Board of Directors and shall keep a full and accurate account of such meetings.

Section 5. Finance Officer. The Finance Officer shall monitor the account of receipts and disbursements of the division and shall direct preparation of records, budgets and financial reports of the finances of the division.

Section 6. Commission Delegate. The Board shall appoint a Commission Delegate who shall be an ex officio member of the Board and who shall be the Division's delegate to the Board of Bar Commissioners, shall attend all meetings of the Bar Commission and shall report thereon to the Board and shall act in all other respects as liaison between the Bar Commission and the LAD or as directed by the Board of Directors.

Section 7. Parliamentarian. The Board shall appoint a Parliamentarian who may be an ex officio member of the Board and who shall supervise the parliamentary procedures of all meetings. In the absence of the duly appointed Parliamentarian at any meeting, a majority of those members present shall elect a substitute parliamentarian for that meeting. The Parliamentarian shall automatically be Chair of the Elections Committee.

Section 8. Election Procedures.

(a) Nominations. A LAD Member currently sitting on the Board who wishes to be considered for nomination as Chair-elect, Secretary or Finance Officer, shall notify the Board in writing no later than April 1st. The Parliamentarian shall solicit nominations and conduct the election of the officers at a regularly scheduled meeting of the Board.

(b) Ballots. Balloting for the office of Chair-elect, Secretary and Finance Officer, shall be by secret ballot except that any Director not in attendance at the meeting may submit their vote in writing to the Parliamentarian to be received no later than 5:00 p.m. the day prior to the voting..

Section 9. Seating New Board Members and Officers. The reorganization meeting of the Board shall be called to order by the retiring Chair. He or she shall first conduct any unfinished business to come before the existing Board. Thereafter, the newly elected Board members who have been found qualified and declared elected shall be seated as members of the Board. The retiring Chair shall recognize and seat the new Chair and Chair-elect.

Section 10. Terms of Office. The terms of office of the Chair, Chair-elect, Secretary and Finance Officer shall run concurrently and shall begin at the commencement of the annual meeting and run until their successors have been seated. Notwithstanding the running of the Chair's term of office, all official functions of the annual meeting shall be presided over by the outgoing Chair.

Section 11. Vacancies. In the event a vacancy occurs in the office of the Chair, Chair-elect, Secretary or Finance Officer by reason of death, resignation, incapacity, or upon the incumbent ceasing to be an active member of the LAD in good standing, such vacancy shall be filled by the Board from among its members upon a majority vote by secret ballot of the remaining Board members. Board members not in attendance at the meeting may submit their vote in writing to the Chair to be received no later than 5:00 p.m. the day prior to the voting.

Section 12. Incapacity. In the event an officer of the LAD shall fail or refuse to attend regularly called meetings of the Board, or otherwise fail to fulfill the duties of the position, at the option of the Board, the Officer shall be deemed incapacitated and the position shall be deemed vacant. The vacancy shall be filled by the Board in accordance with Section 11 of this Article.

ARTICLE VII. FINANCES.

Section 1. Annual Fees. The annual fees to be paid each year by all members of the LAD shall be fixed by the Board.

Section 2. Budget. The Finance Officer shall prepare a budget which shall be published for comment prior to final adoption. The Board shall adopt the budget at its first regular meeting following the reorganization meeting. No obligations shall be incurred unless within the limits of the budget and within the scope of the authorized objectives of the Board.

Section 3. Disbursements.

(a) Funds of the LAD shall be disbursed in accordance with the provisions of law and these By-laws, and at the direction of the Board.

(b) All disbursements and requests for reimbursements over $300.00 require approval of the Board. Lesser requests for reimbursement shall be approved by the Chair and Finance Officer.

ARTICLE VIII. SPECIAL RULES AND REGULATIONS.

Section 1. Admissions to the Division. The Board shall promulgate rules for admission of applicants to the LAD pursuant to the Rules for Integration and Management of the Utah State Bar and the Rules for the LAD as set by the Supreme Court and shall recommend adoption by the Board of Bar Commissioners as rules governing the qualifications and requirements for admission to the LAD.

Section 2. Sections, Standing Committees, Special Committees. To facilitate the accomplishment of the purposes and objectives of the LAD, the Board shall create appropriate sections, standing committees and special committees of the LAD to which matters may be referred, for handling and/or recommendation to the Board. The Board may call for regular or periodic reports from such committees and sections at times and to such extent as shall appear appropriate to the Board.

Section 3. Committees of the Division shall be:

(a) Standing Committees, which shall continue in existence until abolished by the Board.

(b) Ad hoc Committees, which, having been created for a specific purpose, shall be terminated upon completion of that purpose. Membership on ad hoc committees shall be for the time the committee is in existence.

(c) The Board shall appoint a Chair for each standing or ad hoc committee.

(d) The Board may make recommendations to the chair of each standing or ad hoc committee for appointments to such committees. Members of the standing committees shall be appointed for staggered terms of two years.

ARTICLE IX. GENERAL.

Section 1. Limitations on Publicity. No recommendation or report of a section, committee, or members shall become the recommendation or report of the LAD until approved by the Board, and no such report or recommendation shall be released publicly prior to submission to and approval of the Board and the Board of Bar Commissioners.

Section 2. Authority. No committee, section, or any officer or member thereof shall have the power to make the LAD or the Bar liable for any debt or obligation.

Section 3. Amendments of By-Laws. By-law amendments shall be adopted by a majority vote of the membership present in person or by proxy at any regular or annual meeting of the LAD. Proposed By-law amendments shall be submitted to the Parliamentarian, who is responsible for forwarding them in proper form to the Board for presentation to the membership for review and approval by vote.

Section 4. Effective Date. These By-Laws shall take effect immediately upon their adoption by LAD.

ARTICLE X. PARLIAMENTARY AUTHORITY.

Robert's Rules of Order Newly Revised shall be the parliamentary authority where applicable and where there is no conflict between said rules and the By-laws.

updated on website - October 30, 2002