Amended August 2015 Annual Business Meeting.
ARTICLE 1 – NAME
Pursuant to the Constitution of the ALSB. The name of this nonprofit corporation is the American Business Law Association, doing business as The Academy of Legal Studies in Business, hereinafter referred to as the “ALSB” or the “Academy.”
ARTICLE 2 – NON-DISCRIMINATION
The Academy supports equality of opportunity for all persons in all aspects of life, and abhors discrimination against persons on the grounds of race, color, religion, national origin, gender, age, handicap or disability, affinity or sexual orientation, creed, marital status, status with regard to public assistance, height, weight, and veteran status. Affinity group meetings are open to all ALSB members.
ARTICLE 3 – HOUSE OF DELEGATES
The House of Delegates shall at all times act in accordance with the provisions of the ALSB Constitution.
The presence of a majority of the voting members of the House of Delegates will constitute a quorum.
The Immediate Past President shall chair any meeting of the Regional Delegates unless the Immediate Past President declines or otherwise is unavailable, in which case the President may appoint as temporary chair any member of the Executive Committee. In addition, the Immediate Past President shall act as liaison between the Executive Committee and the Regional Delegates.
ARTICLE 4 – EXECUTIVE COMMITTEE
The Executive Committee shall at all times, act in accordance with the provisions of the ALSB Constitution.
The presence of a majority of the voting members of the Executive Committee will constitute a quorum.
The Executive Committee shall hold at least an annual and mid-year meeting. Each year the site of the mid-year meeting of the Executive Committee will be announced by the President. This announcement should be made at the last Executive Committee meeting during the annual meeting. The President is to take into consideration the desire to rotate the mid-year meeting among the various regions of the Academy.
The Executive Committee must prepare budgets on an annual basis and report same to the House of Delegates.
Each member of the Executive Committee must present a report of that member’s duties and performance during the preceding period to the Annual Business Meeting of the ALSB and the mid-year meeting of the Executive Committee.
Whenever notice is required to be given by the Constitution or these Bylaws, it shall be given in whatever manner and form the Executive Committee designates by resolution.
With the advice and consent of the Executive Committee, the President may appoint liaisons to other organizations.
With the advice and consent of the Executive Committee, the Executive Secretary has the authority to invest Academy monies.
The Executive Committee shall be the final interpreter of these Bylaws.
ARTICLE 5 – MEETINGS
There will be an annual meeting of the membership of the ALSB. The site of such meeting shall be determined by the Executive Committee.
Any facility selected for the Annual Meeting of the ALSB must be of sufficient size to accommodate all expected conference registrants.
Conference pre-registration refunds may be made subject to financial feasibility.
The Academy may publish Proceedings for its annual conference. The Executive Committee shall appoint an editor for the Proceedings. Such Proceedings shall be double-blind refereed, with criteria established by the Executive Committee, in consultation with the Proceedings editor. The criteria will be published in the Academy’s newsletter to give ample notice to submitters. Submission to and publication of an article in the Proceedings does not preclude subsequent submission to the American Business Law Journal or the Journal of Legal Studies Education.
ARTICLE 6 – MEMBERSHIP AND DUES
The annual dues payable by the various categories of members to the ALSB shall be in an amount determined by the Executive Committee from time to time and shall be reported to the members at least as frequently as every Annual Meeting.
Sections will set their annual dues subject to the approval of the Executive Committee.
The ALSB membership list is available for non-commercial purposes free of charge to any ALSB member.
ARTICLE 7 – FISCAL MATTERS
All financial and membership records and bank books shall be kept at the office of the Executive Secretary and shall be maintained under the custody and control of the Executive Secretary or such other officer as may be designated by the Executive Committee in the event the Executive Secretary is unable to serve.
All tax documents as well as the books of the Academy shall be open to reasonable inspection by any member of the ALSB.
The Executive Secretary, together with the Chief Accounting Officer, shall prepare annual financial and membership reports and submit them to the Executive Committee. The Executive Secretary shall make these reports available to the membership prior to the annual Business Meeting.
No check may be issued from the ALSB accounts for more than $2,500 without the signatures of the Executive Secretary and either the Vice President or the Secretary-Treasurer or, if the Executive Secretary is unavailable, the signatures of any two of the President-Elect, the Vice President, and the Secretary-Treasurer.
ARTICLE 8 – PROCEDURE
The rules contained in the most recent edition of Robert’s Rules of Order will provide the rules of procedures for the ALSB where they are not inconsistent with the provisions of the Constitution or these Bylaws.
ARTICLE 9 – CONTRACTS, DEPOSITS AND FUNDS
The Executive Committee may authorize any officer or officers, agent or agents of the ALSB, in addition to the officers so authorized by these Bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Academy. Such authority may be general or confined to specific instances.
All funds of the ALSB will be deposited from time to time to the credit of the ALSB in such banks, trust companies, or other depositories that the Executive Committee may select.
The Executive Committee may accept on behalf of the ALSB any contribution, gift, bequest, or devise for either the general purposes or a special purpose of the Academy.
ARTICLE 10 – MINUTES
The ALSB will keep complete minutes of the proceedings of its House of Delegates, Executive Committee and Annual Meeting. Such books will be under the custody of the Executive Secretary.
ARTICLE 11 – SECTIONS
Sections shall at all times act in accordance with the provisions of the ALSB Constitution and these Bylaws.
All sections shall be required to maintain their financial records and mailing lists in the office of the ALSB Executive Secretary.
ARTICLE 12 – COMMITTEES AND APPOINTMENTS
The Executive Committee, by resolution adopted by a majority of the Executive Committee, or the President as authorized by a like resolution, may designate committees and task forces. Committees and task forces will have only the powers specifically delegated to them by the Executive Committee.
The members of such committees will be appointed by the President with the consent of the Executive Committee. Each committee will have a chairperson as designated by the President. Each member of a committee or task force will continue as such until his or her successor is designated or the committee or task force is terminated, or the member is removed from the committee or ceases to qualify as a member thereof.
ARTICLE 13 – AWARDS
ALSB awards may be established, administered, and discontinued by the Executive Committee. The Executive Secretary shall maintain a list of awards.
ARTICLE 14 – AMENDMENTS TO BYLAWS
Proposals for changes to the Bylaws may come from two sources: The Executive Committee or the membership. Any member of the Executive Committee may propose a change; the amendment must be approved by a majority vote of the voting members of the Executive Committee. Members of the ALSB may propose a change to the Bylaws by a petition to the Executive Secretary supported by 25 active members in good standing.
Amendments to these Bylaws shall be adopted by a majority of active members in good standing voting on the amendment.
Amended by the membership at the 2015 Annual Conference in Philadelphia, PA and certified hereto this 21st of August 2015 by Daniel J. Herron, ALSB Executive Secretary.