BYLAWS OF THE SECTION
(As Amended November 2, 2007)
ARTICLE
I
Name and
Purpose
Section
1. Name. This
Section shall be known as the Intellectual Property Law Section of the
New York State Bar Association.
Section 2. Purpose.
This Section, alone or in cooperation with other sections
and committees of the New York State Bar Association (hereinafter
referred to as the “Association”), and such other bar
associations or organizations as may be appropriate from time to time,
shall, in the field of intellectual property law and practice, (1) plan
and conduct continuing legal education programs with the goal to provide
through its meetings and programs sufficient MCLE credits to meet
applicable New York State Mandatory Continuing Legal Education
requirements; (2) collect, publish and distribute educational and
professional materials; (3) formulate professional opinion; (4) study
and comment upon the impact of foreign, federal and state laws,
regulations, and treaties; (5) develop and recommend policy and
improvements in the law; (6) serve as a resource to business, civic and
governmental organizations; (7) enhance the skills and competency of New
York lawyers; and (8) undertake all such other activities as may be
authorized from time to time by the Association and the Executive
Committee of the Section for the purpose of accomplishing the
foregoing.
ARTICLE
II
Membership
Section 1. Any member of the New
York State Bar Association shall be eligible for membership in this
Section, and shall be enrolled as a member of the Section upon
application and payment of the annual dues for appropriate classes of
membership as shall be determined by the Executive Committee of this
Section.
ARTICLE
III
Officers, Section Delegate and Executive Committee
Section 1. The officers of the
Section shall be a Chair, Vice-Chair, Treasurer and Secretary. The
Vice-Chair, Treasurer and Secretary shall be elected at an Annual
Meeting of the Section. Each officer shall hold office for a term of two
years, or until June 1, of the second calendar year next following that
in which the officer is elected to office. The Vice-Chair shall become
Chair on June 1 of the second calendar year next following that in which
the member is elected Vice-Chair.
Section 2. There shall be an
Executive Committee of the Section consisting of the Officers of the
Section, at least two but not more than ten members-at-large to be
elected at each Annual Meeting of the Section, the chairs of the
Standing and Special Committees provided for in Sections 1 and 2,
respectively, of Article VI and the Chairs of the Section for the last
preceding six years. All past Chairs of the Section shall be honorary
members of the Executive Committee.
Section 3. All officers and members
of the Executive Committee who are elected at an Annual Meeting shall
hold office for a term beginning on June 1 of the calendar year of that
Annual Meeting in which they were elected and serve until their
respective successors have been elected and take office. The Vice-Chair
upon succeeding to the office of Chair pursuant to Section 1 of this
Article shall hold office as Chair for a term beginning on June 1 and
continuing until succeeded by a new Chair.
Section 4. The immediate past Chair
shall serve as a Section Delegate to the House of Delegates of the
Association. As to all other Section Delegates and alternate Delegates
permitted by the Association’s bylaws, or if the immediate past
Chair shall decline to serve, the Vice-Chair shall nominate candidates
for those positions for a two-year term to coincide with the
Vice-Chair’s term as Chair of the Section. Such candidates shall
be elected to said positions upon a two-thirds vote of the Executive
Committee members present at a meeting for which there is a quorum. In
the event any Section Delegate shall become unable to serve or such
position otherwise becomes vacant, then such vacancy shall be filled by
the Chair of the Section nominating candidates to fill such
positions. Such candidates shall be elected
to said positions upon a two-thirds vote of the Executive Committee
members present at a meeting for which there is a quorum. The alternate
Delegate shall serve as Section Delegate during any vacancy of a Section
Delegate position, or in the event that a Section Delegate is unable to
attend any meeting of the House of Delegates or unable to perform his or
her duties as a Section Delegate. Any Section Delegate or alternate
Delegate elected to fill a vacancy shall serve until the end of the term
to which the predecessor Section Delegate or alternate Delegate (as the
case may be) was to serve.”
ARTICLE
IV
Nomination of Officers
Section 1. The Chair shall appoint
a Nominating Committee of at least three members of the Section for a
term of one year to coincide with the appointments of committee chairs,
which Committee shall make and report nominations to the Section for the
offices of members-at-large of the Executive Committee prior to each
Annual Meeting of the Section. The Nominating Committee shall make and
report nominations to the Section for the offices of Vice-Chair,
Treasurer and Secretary prior to every other Annual Meeting of the
Section. Other nominations for the same offices may be made from the
Chair.
ARTICLE
V
Duties of the Officers and of the Executive Committee
Section 1. Chair:
This officer shall preside at all meetings of the Section
and of the Executive Committee, shall be an ex officio
member of all its committees, and shall perform such
other duties and acts as usually pertain to this office. In the event
the Chair determines that such duties cannot be fulfilled for any reason
and for a limited period of time not to exceed three (3) months, the
Chair shall be permitted to appoint the Vice-Chair to carry out all of
the duties of the Chair for such a period.
Section 2. Vice-Chair:
The Vice-Chair shall assist the Chair in the performance
of that officer’s duties when requested to do so. On the death or
resignation of the Chair’s term, the Vice-Chair shall be the
Chair-elect of the Section. In the case of the Chair’s disability,
the Vice-Chair shall carry out the duties of the Chair but only for so
much of the term as the disability continues.
Section 3. Treasurer:
The Treasurer shall be the custodian of the fiscal books
and records of the Section. It shall be the duty of the Treasurer to
prepare the Section budget and to maintain liaison with appropriate
fiscal officers of the New York State Bar Association and the
Association’s Treasurer, who has custody of the Section’s
funds. The Section Treasurer shall report upon the Section’s
finances at each meeting of the Executive Committee and at the Section
Annual Meeting.
Section 4. Secretary:
The Secretary shall be the custodian of all books,
papers, documents and other property of the Section, except money and
the fiscal books and records. The Secretary shall keep a true record of
the proceedings of all meetings of the Section and of the Executive
Committee, and shall mail notices of all meetings of the Executive
Committee.
Section 5. Executive
Committee: The Executive Committee shall
have general supervision and control of the affairs and activities of
the Section subject to the Bylaws of the New York State Bar Association
and the Bylaws of the Section. It shall be responsible for the
authorization of all commitments and contracts which shall entail the
payment of money and for the expenditure of all monies collected by the
Section or appropriated for the use and benefit of the Section. The
Executive Committee shall meet at least once each year in conjunction
with the Annual Meeting of the Section. The Executive Committee shall
adopt its own rules of procedure, including rules as to the number of
its members who shall constitute a quorum, the time and place of its
meeting, and the form of notices of meeting to be given to its members;
it may adopt rules declaring vacancies to exist in the Executive
Committee upon failure of elected members to attend
meetings.
Section 6. The Executive Committee,
during the interim between the Annual Meetings of the Section, may fill
vacancies in the offices of the Secretary, Treasurer and Vice-Chair. In
the event that the offices of the Chair and Vice-Chair simultaneously
become vacant, the Executive Committee may appoint a new Chair. The
Executive Committee may also fill any vacancy arising in the Committee
during the interim between Annual Meetings of the Section. Officers and
Committee members so elected shall serve until the close of an Annual
Meeting of the Section. The Executive Committee also may fill any
vacancy in the position of Section delegate, including an elected
Section delegate whose term of office has not yet commenced. A Section
delegate so elected shall serve until the end of the term to which the
delegate’s predecessor was elected.
ARTICLE
VI
Committees
Section 1. Standing
Committees: There shall be such Standing
Committees as may from time to time be authorized by the Executive
Committee. The Executive Committee has the authority to require members
to belong to at least one committee. The chair and members of each
Standing Committee shall be appointed by the Vice-Chair prior to the
date at which he becomes Chair of the Section, to serve from then until
the close of the next following Annual Meeting of the Section, and
thereafter until their successors are appointed. The Chair of the
Section may fill any vacancy in the chairing or membership of any
Standing Committee and may make additional appointments to any Standing
Committee during the term of office. It is strongly suggested that
Standing Committees hold at least two committee meetings each year
separate from the Section’s fall and Annual
Meeting.
Section 2. Special
Committees: The Chair may from time to time
create such Special Committees as are deemed necessary or desirable, and
appoint the chairs and members thereof to serve during the Chair’s
term of office.
Section 3. Other
Committees: The Chair may from time to time
create such other committees as are deemed necessary or desirable, and
appoint the chairs and members thereof to serve no longer than during
the Chair’s term of office.
Section 4. Administrative
Committee: The officers of the Section shall
constitute an Administrative Committee to counsel and advise the Chair
with respect to the administration of the activities of the Section and
its Committees.
Section 5. Task
Forces: From time to time as the objectives
of the Section may require, part or all of the operations and
responsibilities of specified committees of the Section may be
transferred pro tempore to a task force designated to such purpose. As
many task forces as may be deemed desirable may be created by the
Executive Committee. A task force shall consist of from five to fifteen
members appointed by the Chair who shall appoint a chair and vice-chair
of the task force from such membership. Each member shall serve until
the task force’s objective is achieved or for one year, if the
objective has not yet been achieved. Members may be reappointed. Each
task force shall establish its own procedures subject to the supervision
and approval of the Executive Committee. Each task force shall be
terminated by the Executive Committee when its objective has been
achieved or for other good reason.
Section 6. Rotation and Renewal of
Committee Chairs: It is the policy of this
Section that except in special circumstances no person shall serve more
than two full years in succession as Chair of any Committee. The Chair
of any Committee may be removed at any time by a two-thirds vote of the
entire Executive Committee but only after consultation with the members
of such Committee.
ARTICLE
VII
Meetings
Section 1. The Annual Meeting of
the Section shall be held at a time and place designated by the
Executive Committee. Other meetings may be held at such times and places
as may be designated by the Executive Committee. Section members shall
be given advance written notice of all Section
meetings.
Section 2. The members of the
Section present at any meeting shall constitute a quorum for the
transaction of business.
Section 3. All binding action of
the Section shall be by a majority vote of the members present. Business
to be transacted at the Annual Meeting of the Section shall conform to
the Bylaws of the New York State Bar Association, these Section Bylaws
and, where not otherwise specified, in accordance with Roberts Rules of
Order, Revised.
ARTICLE
VIII
Miscellaneous Provisions
Section
1. These Bylaws shall become effective upon
the approval by the House of Delegates of the New York State Bar
Association.
Section 2. The Executive Committee
shall, subject to the approval of the Finance Committee of the New York
State Bar Association, fix the dues for membership in this Section, and
such dues shall be payable to the Treasurer of the New York State Bar
Association to be held by the Treasurer for the Section and to be
expended only by approval of the Executive Committee of the Section, or
by approval of the President of the Association, or by approval of the
Chair of the Section.
Section 3. These Bylaws may be amended at any
meeting of the Section by a majority vote of the members of the Section
present, or, by a two-thirds vote of the Executive Committee members
present at a meeting for which there is a quorum provided that no
amendment shall be effective until approved by the Executive Committee
of the New York State Bar Association.
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