BYLAWS

of the

INTERNATIONAL ACADEMY OF TRIAL LAWYERS

(as amended in April 2003)

ARTICLE I

Fellows

SECTION I Fellows of the Academy: Fellows of the Academy must be attorneys and counselors at law, duly licensed to practice in the State and Federal Courts, trial and appellate, or in accordance with the rules and requirements of the licensing sovereignty in which they reside. They must have been admitted to the practice of law for a minimum of twelve (12) years and shall at the time of admission to the Academy be principally engaged in trial and appellate practice. To be admitted to fellowship in the Academy the person must possess, to an exceptional degree, the following qualifications:

1. Superior skill and recognized ability in trial and appellate practice.

2. Services rendered in promoting the best interests of the legal profession and the highest standards and techniques of advocacy.

3. Excellent character and absolute integrity.

SECTION II Number of Fellows: The number of Fellows in the Academy from the United States shall not exceed five hundred (500) active Fellows who are under the age of seventy (70) years.

Fellows who are seventy (70) years of age or more shall not be included for purposes of the restriction in number set forth in this Section and shall have all of the rights, privileges and responsibilities of the Fellows of the Academy.

Fellows shall be selected for membership from countries other than the United States without restriction in number.

SECTION III Limit on Number From Firm or Group: No more than four (4) active Fellows of the Academy under the age of seventy (70) years shall be from the same law firm or group.

SECTION IV Censure, Suspension or Expulsion: Any Fellow of the Academy may be censured, suspended or expelled for misconduct in the Fellow’s relations to the Academy or with the legal profession. A written statement specifying charges shall be sent by registered or certified mail to the last known office address of the Fellow at least fifteen (15) days before the final action is taken by the Board of Directors. This statement shall designate the time and place that the Board will conduct a hearing on such charges. The Fellow so charged shall be given full opportunity to present his or her position at the time and place designated. Censure, suspension or expulsion shall be by a three-fourths (3/4) vote of the members of the Board of Directors present at the time of the decision.

SECTION V Resignation: A Fellow may resign by sending written notice thereof to the Academy’s office.  Failure to pay annual dues in accordance with Article IV, shall be deemed to constitute a resignation by that Fellow.

SECTION VI Emeritus Fellows and Judicial and Honorary Fellows: In addition to the classification known as Fellows contained in Section I of Article I, the Fellowship shall include two additional classes known as Emeritus Fellows and Judicial and Honorary Fellows.

(a) Pre-requisite for becoming an Emeritus Fellow shall be good standing as a Fellow for at least ten years; such Fellow must have terminated active trial and appellate practice by reason of retirement, physical disability (in which event the 10-year fellowship requirement is waived) or other reason for terminating the active trial and appellate practice of law that is deemed sufficient by a majority of the Board of Directors voting upon the written application filed by the Fellow desiring to change to the classification of Emeritus Fellow.

(b) Pre-requisite for becoming a Judicial or Honorary Fellow shall be good standing as a Fellow; such Fellow must have terminated active trial and appellate practice by reason of having become a member of the judiciary or having entered another profession or for other cause deemed sufficient by a majority of the Board of Directors voting upon whether the Fellow should be designated a Judicial or an Honorary Fellow.

(c) The Board of Directors may also elect as Honorary Fellows individuals who are not Fellows and who are not eligible for election as Fellows but who, by reason of contributions to, and accomplishments in the profession, have attained a high degree of respect and eminence in judicial or other roles in the profession or public service.  Election of an Honorary Fellow is by a two-thirds vote of the Board of those present and voting.  A nomination for Honorary Fellowship may be made by any Fellow.  An Honorary Fellow is not eligible to vote at meetings of the Academy or to serve as an officer of the Academy and is not required to pay dues.

(d) Emeritus Fellows and Judicial or Honorary Fellows shall be governed by the Bylaws of the Academy and entitled to all privileges of the Academy except election as an officer or member of the Board of Directors. They shall have the right to vote on all questions submitted to the Fellowship including election of members of the Board of Directors, and on other matters for consideration at any annual, regional or special meeting.

ARTICLE II

Directors

SECTION I Number: The elected Board of Directors shall consist of no fewer than twenty (20) nor more than forty-five (45) Directors. At least five (5) members of the Board shall be elected from countries other than the United States. The members of said Board shall, upon election, immediately enter upon the performance of their duties and shall continue in office until their respective successors shall be duly elected. The administration of the property and the conduct of the business of the Academy shall be vested in the Board of Directors. Officers and Past-Presidents shall also serve as voting members of the Board of Directors.

SECTION II  Election of Directors and Term: At the general assembly of the annual meeting, the Fellows shall elect Directors equal to that number of Directors whose terms have expired, for a term of three (3) years staggered so that an equal number of Directors’ terms expire each year.  The Nominating Committee shall present candidates for consideration for election to the Board. Further candidates may be nominated by any fellow at the annual meeting. No incumbent Director from the United States who has already served two consecutive three (3) year terms shall be eligible for re-election for a period of one (1) year.

The absence of a Director from four (4) consecutive meetings of the Board, without reasonable justification acceptable to the Board, may be deemed as a resignation by that member from the Board and to permit the Board to declare a vacancy. Whenever any vacancy shall occur, the same will be filled by the President until the next annual meeting at which time a Fellow shall be elected to fill the unexpired term, if any.

SECTION III Duties of Directors: In addition to the other powers and duties herein prescribed, the Board is authorized to make rules for the conduct of Fellows and the use of Academy property; to audit bills and disburse funds of the Academy; to print and circulate documents and publish articles; to carry on correspondence and to communicate with other bar associations; to provide for the custody and keeping of the Academy’s records; to designate the place where the business and affairs of the Academy shall be conducted; to create standing committees; and to do any and all other things that may be deemed proper and necessary to promote the affairs of the Academy and protect the interests and welfare of its members.

SECTION IV Meetings of the Board of Directors:

A. Annual Meeting. The annual meeting of the Board of Directors shall be held at the site of the Academy’s annual meeting at an hour designated by the President.

B. Regional and Special Meetings. Regional and special meetings of the Board of Directors shall be held at such times and places as the President may designate or at such other time and place as may be designated, in writing, by not less than ten (10) members of the Board of Directors.

C. Notice of Meetings. Notice of meetings of the Board of Directors shall be mailed to each member of the Board at least ten (10) days in advance of said meeting.  Notice of special meetings shall also include the general purpose of such meeting.

SECTION V Quorum: Twelve (12) members of the Board of Directors shall constitute a quorum for the transaction of business.

SECTION VI Honorary Members: All Past-Presidents shall be honorary members of the Board of Directors. They shall be given notice of all meetings of the Board and may attend. Past-Presidents attending a meeting of the Board of Directors shall have the right to participate in all deliberations and to vote.

ARTICLE III

Officers and Executive Committee

SECTION I Officers: The officers of the Academy are President, President-Elect, Vice-President, Secretary-Treasurer, Dean, and Secretary of International Relations.

SECTION II Method of Election: At the annual meeting, the Board of Directors shall elect all officers for a term of one (1) year.  The Nominating Committee shall present candidates who are members or former Board members to the Board for consideration for election as officers.  Further candidates may be nominated by any Board member.  A majority vote at a meeting at which a quorum for the transaction of business is present shall be necessary to constitute an election.

The election of new officers shall be held at the Board meeting preceding the annual meeting of the general membership.

SECTION III Duties of Officers: The duties and powers of the officers of the Academy shall be as follows:

President: The President shall preside as Chairman of the Board of Directors, the Executive Committee, and at all meetings of the Academy. The President shall appoint committee members where necessary.  The President shall be an ex officio member of all committees with the right to vote. At the annual meeting of the Academy and at such other times deemed proper, the President shall communicate to the Academy and to the Board of Directors such matters and make such suggestions that tend to promote the propriety, welfare and usefulness of the Academy, and shall perform such other duties as are incident to the office of the President of the Academy.

President-Elect: In the absence of the President, or if that office becomes vacant, the President-Elect shall assume all responsibilities of the President and shall preside at all meetings of the Academy, of the Board of Directors and of the Executive Committee.

Vice-President: In the absence of the President-Elect, the Vice-President shall assume all duties and responsibilities of the President-Elect. If the office of President-Elect becomes vacant, the Vice-President shall succeed and become the President-Elect.

Secretary-Treasurer. The Secretary-Treasurer shall keep or cause to be kept a record of proceedings of all meetings of the Board of Directors and a roll of the Board Members and Officers in attendance.  The Secretary-Treasurer shall keep a current roster of all Officers, Board of Directors and Committee Members.  Under the direction of the Board, the Secretary-Treasurer shall oversee the collection and disbursement of funds of the Academy and shall cause to be kept regular accounts in books belonging to the Academy, which shall be open for inspection by any member of the Board.  At each meeting of the Board of Directors, the Secretary-Treasurer shall report in writing the balance of money on hand and any existing appropriation which may affect the same.  At the annual meeting the Secretary-Treasurer shall report the financial transactions of the Academy for the past year and shall perform such other duties that may be assigned to the Secretary-Treasurer by the Board of Directors.

Dean of the Academy: The Dean of the Academy shall correlate matters of law and procedure to enhance the influence, prestige and importance of advocacy, and shall address the annual meeting.

Secretary of International Relations: The Secretary of International Relations shall promote the expansion of the international component of the Academy by seeking out those trial lawyers from countries other than the United States whose ability, skill, character and integrity qualify them for membership, and shall recommend and sponsor for admission to the Academy those trial lawyers deemed to be exceptionally well qualified, and shall present to the Admissions Committee the information necessary to determine eligibility for fellowship of such candidates.

The Secretary of International Relations shall be responsible for the professional program at an annual meeting that is devoted to an international law subject matter, and shall select and invite Fellows of the Academy or other distinguished persons to appear as speakers on the program.

SECTION IV Re-election: All past presidents shall be ineligible to serve as President, President-Elect, Vice-President, Secretary-Treasurer or Dean of the Academy.

SECTION V The Executive Committee: There shall be an Executive Committee comprised of the President, President-Elect, Vice-President, Secretary-Treasurer, Dean, immediate Past-President and Secretary of International Relations. It may be called into session from time to time by the President as the needs of the Academy may require. Between meetings of the Board of Directors and meetings of the Academy, the Executive Committee shall transact the business and affairs of the Academy subject to the approval of the Board of Directors.

ARTICLE IV

Dues

SECTION I Admission Fee: The Board of Directors shall determine the admission fee to be paid by newly elected Fellows.

SECTION II Annual Dues: The Board of Directors shall determine the amount of annual dues to be paid by Fellows.  Emeritus Fellows and Judicial and Honorary Fellows need not pay annual dues but shall pay registration fees and costs incident to Academy meetings attended. The Board of Directors shall determine the date when annual dues shall be paid. Dues for newly admitted Fellows shall be pro-rated in accordance with the date of induction into the Academy.

SECTION III Arrears: Fellows who fail to pay their dues within ninety (90) days from the date payment becomes due shall be given written notice of such delinquency. If payment is not received within thirty (30) days thereafter, a second written notice of delinquency shall be sent. If payment is not received within thirty (30) days after the second written notice, the matter shall be referred to the Board of Directors for such action as it deems appropriate under the circumstances.

ARTICLE V

Meetings

SECTION I Annual Meetings: An annual meeting of the Fellows of the Academy for the transaction of all business shall be held at such time and place as may be decided upon by the Board of Directors. Notice of such meeting shall be mailed to each Fellow not less than thirty (30) days prior to the date appointed for said meeting. The notice shall set forth the place, date, time and general purpose of the meeting.

SECTION II Regional and Special Meetings: A regional or special meeting of the Academy may be called by the President or by fifteen (15) members of the Board of Directors. Notice of such a meeting shall be given in the same manner as for the annual meeting.

SECTION III Quorum: The presence in person of fifty (50) Fellows of the Academy shall be necessary to constitute a quorum for the transaction of business at any annual, regional or special meeting.

SECTION IV Voting: Each Fellow of the Academy who is present and in good standing shall be entitled to vote for the election of members of the Board of Directors at the annual meeting, and on all other matters at annual, regional or special meetings.

SECTION V Order of Business: The order of business at all meetings of the Academy or of the Board of Directors shall be as follows:

1.      Calling of the roll

2.      Proof of notice of meeting or waiver of notice

3.      Reading of Minutes

4.      Ratifying resolutions

5.      Receiving communications

6.      Election of new members

7.      Reports of officers

8.      Reports of committees

9.      Unfinished business

10.  New business

Any questions as to the propriety or order of business shall be decided by the chair without debate. This order may be changed or altered by vote of a majority of the Fellows present.

SECTION VI Procedure: Robert’s Rules of Order (Revised) shall govern all meetings of the Academy, except as otherwise herein provided.

SECTION VII Resolutions: Any Fellow may present any resolution pertinent to the Academy or to the legal profession by submitting the resolution in writing to the Academy office at least fifteen (15) days before an annual, regional or special meeting. The President will refer the resolution to the Resolutions Committee and to such other committees as the President may designate for consideration. The committees to which the resolution has been referred shall recommend to the Board of Directors whatever action is deemed appropriate. The Board of Directors may then consider and take whatever action on the resolution that it deems appropriate.

ARTICLE VI

Committees

SECTION I Admissions Committee: (a) Composition: The Committee shall be comprised of the Secretary of International Relations, a chairman, and twelve (12) Fellows. The twelve (12) Fellows appointed to the Committee shall be divided into three classes with four (4) Fellows in each class.  The term of each class will be three (3) years, staggered so that the President each year shall appoint one class, with the term beginning after the annual meeting.  The President shall appoint as chairman for a three (3) year term a Fellow who has at any time served for at least one year as a member of the Committee.

In addition, the President shall have the authority to appoint two (2) Fellows to the Committee from countries other than the United States to serve as at large members of the Committee for a three (3) year term.  The President may appoint the immediate past-chairman as an ex officio nonvoting member of the Admissions Committee for a one (1) year term.  Members of the Committee, except for the two (2) at large members, shall not be eligible to serve consecutive terms.

A quorum of the Committee shall consist of at least eight (8) members.

With the exception of the two (2) at large members, absence from three (3) consecutive meetings of the Admissions Committee may be deemed as a resignation and the President shall have authority to appoint a replacement.  If a vacancy on the Committee occurs for any reason, the President shall appoint a replacement for the remainder of the unexpired term.

The Committee shall meet at least semi-annually, consider and pass upon the qualifications of candidates for fellowship.

(b) Procedure:  The procedure to be followed for the consideration of candidates from the United States for admission shall be as follows:

PHASE ONE: The sponsor of the proposed candidate shall submit to the Committee, a detailed letter indicating that the proposed candidate meets the qualifications and requirements of the Academy as well as such other information which may be pertinent and assist the Committee in its decision. All discussions, proceedings, letters and reports incidental to proposals and nominations for fellowship under Phase One shall be held in the strictest confidence. No candidate shall be informed directly or indirectly that he or she is under consideration for nomination. Letters of inquiry shall be sent by the Chairman to the Fellows in the state in which the candidate practices as well as adjoining states, if necessary. If there are no Fellows or an insufficient number in the candidate’s state, or in immediately contiguous states, then inquiries shall be made in such manner and from such sources as a majority of the Committee, in its discretion, deems appropriate. Upon receipt of the required information, the Committee shall make an analysis of all the information from the Fellows. The Committee may then reject the candidate, or decide that the candidate should be considered for admission and processed as required under Phase Two.

PHASE TWO: The Chairman shall send inquiry letters to the Judges in the various courts of the candidate’s state, or adjoining states, who are likely to know the candidate. Upon receiving all of the information, the Committee shall-review the file and approve or disapprove the candidate for admission.

No candidate shall be finally considered by the Committee unless both phases of the investigation have been completed. Any candidate who receives two (2) negative votes from members of the Committee at either Phase One or Phase Two shall not be recommended for Fellowship. The members of the Committee who are unable to attend the meetings shall submit their recommendations to the Committee for consideration at the meeting, together with the reasons in support thereof, but only those members at the meeting of the Committee shall be entitled to vote.

The recommendations of the Committee shall be transmitted by the Chairman to the members of the Board of Directors for their consideration. Failure by a Director to reply to such notification within thirty (30) days shall be deemed an approval of the candidate.

If a candidate receives objections from 20 percent of the Board, the candidate’s sponsor shall have the right to present the candidate’s name before the next meeting of the Board, at which time objection of 20 percent of those present shall disqualify the candidate. After a period of three (3) years, a candidate who has been rejected or not approved by the Committee or by the Board of Directors may be reconsidered for fellowship in the Academy.

(c) Procedure as to Candidates Outside of the United States:  The Secretary of International Relations shall present to the Admissions Committee the information necessary to determine the eligibility for fellowship of candidates from countries other than the United States.  Upon reviewing the information, the Committee shall approve or disapprove the candidate for admission.  Any candidate who receives two (2) negative votes from members of the Committee shall not be recommended to the Board for fellowship.

The recommendations of the Committee shall be transmitted by the Chairman and the Secretary of International Relations to the members of the Board of Directors for their consideration.  Failure by a Director to reply to such notification within thirty (30) days shall be deemed an approval of the candidate.

If a candidate receives objections from twenty (20) percent of the Board, the Secretary of International Relations shall have the right to present the candidate’s name before the next meeting of the Board, at which time objection of twenty (20) percent of those present shall disqualify the candidate.  After a period of three (3) years, a candidate who has been rejected or not approved by the Committee or by the Board of Directors may be reconsidered for fellowship in the Academy.

(d) Sponsors: Any Fellow in good standing of the Academy may propose for fellowship a candidate believed to be well-qualified. The candidate may reside outside the state or country of the sponsoring Fellow.

(e) Induction: The President shall notify candidates of their approval for fellowship.  Induction into fellowship of candidates from the United States shall take place within one year of notification at an annual, regional, special or international meeting of the Academy.  Candidates from countries other than the United States shall be inducted as set forth above or as otherwise determined by the Board of Directors.  Failure to appear for induction as set forth above, without justification acceptable to the Board of Directors, shall terminate the candidate’s eligibility for fellowship in the Academy.

SECTION II Nominating Committee: At the annual meeting, the President shall appoint a Nominating Committee of not less than five (5) members from the Board of Directors who shall promptly meet.  The Nominating Committee will present a slate of candidates for consideration for election as Officers by the Board of Directors.  The Nominating Committee shall also present a slate of candidates to be considered for election to the Board of Directors by the general fellowship at the annual meeting.

SECTION III Site Committee: The Site Committee shall consist of fifteen (15) Fellows, the President-Elect, Vice-President, Secretary of International Relations and a past-president.  The fifteen (15) Fellows appointed to the Committee shall be divided into five (5) classes with three (3) Fellows in each class. The term of each class will be five (5) years, staggered so that the term of three (3) Fellows will expire each year.

The President shall also appoint a chairman and a vice-chairman for a term of two (2) years; but neither the chairman nor vice-chairman may serve for more than two (2) successive two year terms.

At the annual meeting, the President shall appoint three (3) Fellows to the Site Committee for a term of five (5) years, replacing the three (3) members whose terms have expired, and shall appoint a past-president for a one year term. No Fellow who has served a full term may be reappointed for a successive five (5) year term.

The Site Committee shall meet at least annually and shall recommend to the Board of Directors the dates and locations of the annual and international meetings.

Three (3) consecutive absences from meetings of the Site Committee may be treated as a resignation, and the President shall have authority to appoint a replacement.  If a vacancy on the Committee occurs for any reason, the President shall appoint a replacement for the remainder of the unexpired term.

SECTION IV Budget and Finance Committee: The Budget and Finance Committee shall consist of the Secretary-Treasurer and immediate past Secretary-Treasurer and eighteen (18) Fellows.  The eighteen (18) Fellows shall be divided into three classes of six (6) Fellows in each class.  The term of each class will be three (3) years, staggered so that the term of six (6) members will expire each year.

At the annual meeting, the President shall appoint six (6) Fellows to the Budget and Finance Committee for a term of three (3) years, replacing the six (6) members whose terms have expired, and shall designate the chairman and vice-chairman of the Committee.

Six (6) members of the Committee shall constitute a quorum.

The absence of a committee member from three (3) consecutive meetings of the Budget and Finance Committee may be deemed as a resignation and the President shall have authority to appoint a replacement.  If a vacancy on the Committee occurs for any reason, the President shall appoint a replacement for the remainder of the unexpired term.

This Committee shall study and supervise the finances of the Academy. It shall study and analyze the sources and adequacy of income and expenditures; shall prepare and present to the Board at annual meetings a line by line budget of projected income and expenditures for the ensuing year which, when approved, shall govern all of the officers, Board of Directors and the Fellowship.

After adoption of the budget no changes therein shall be permitted except as follows: if an emergency or hardship arises requiring immediate action involving $5,000.00 or less, the President may authorize such change. If the amount involves in excess of $5,000.00 the change may be authorized by the President only by and with the advice and consent of the Executive Committee. A mail or fax vote of the Board or a voice vote of said Board by telephone may be conducted by the President if so requested by the Executive Committee before approving any budgetary changes. Any changes authorized hereunder shall be reported to and considered at the next Board meeting.

SECTION V Resolutions Committee: The Resolutions Committee shall be appointed by the President when deemed necessary. It shall consist of at least five (5) Fellows of the Academy who shall be charged with carrying out the duties set forth in Article V, Section VII.

SECTION VI Long Range Planning Committee: The Long Range Planning Committee shall consider and recommend to the Academy areas, both substantive and procedural, in which the Academy should become involved, changes that should be considered in the structure of the Academy and any other matters that may be of value to the Academy or its Fellows. The Long Range Planning Committee shall consist of twelve (12) Fellows of the Academy appointed for three (3) year terms. Following the annual meeting, the President shall appoint four (4) Fellows to replace those members who have completed their terms. No member shall be eligible for reappointment for three (3) years following expiration of that members’ term. The President may appoint a Fellow to fill any vacancy.

The President-Elect shall serve as Chairman and the Vice-President shall serve as Vice-Chairman of the Committee.

The absence of a Committee member from three (3) consecutive meetings of the Long Range Planning Committee may be deemed as a resignation and the President shall have authority to appoint a replacement.

SECTION VII International Relations Committee: The International Relations Committee shall be chaired by the Secretary of International Relations and shall consist of twelve (12) Fellows, the President-Elect, Vice-President, annual program chairman, and the program chairman for an international meeting. The twelve (12) Fellows appointed to the Committee shall be divided into three (3) classes with four (4) Fellows in each class. The term of each class will be three (3) years, staggered so that the terms of four (4) Fellows will expire each year.

At the Annual Meeting, the President shall appoint four (4) Fellows to the Committee for a term of three (3) years, replacing the four (4) members whose terms have expired.  The President shall also appoint two (2) Fellows from countries other than the United States to serve as at large members of the Committee for a three (3) year term, if the terms of the previously appointed at large members have expired. 

With the exception of the two (2) at large members, absence from three (3) consecutive meetings of the International Relations Committee may be deemed as a resignation by the member, and the President shall have authority to appoint a replacement.  If a vacancy on the Committee occurs for any reason, the President shall appoint a replacement for the remainder of the unexpired term.

The Committee shall seek out, recommend and sponsor for admission to the Academy those trial lawyers from countries other than the United States that they consider to be exceptionally qualified and shall assist the Admissions Committee in gathering information necessary to pass on their qualifications for Fellowship.

The Committee shall be responsible for that portion of the professional program at annual meetings devoted to international law subject matters and shall seek to include as speakers Fellows of the Academy or other distinguished persons from countries other than the United States.

SECTION VIII Standing Committees: The Board of Directors shall determine the names and numbers of the Standing Committees.

SECTION IX Special Committees: The President may appoint special committees of the Academy for one (1) year terms.

SECTION X Other Committees: The President may appoint such other Ad Hoc Administrative and Meetings Committees as the Board of Directors may authorize or as the President may deem useful.

ARTICLE VII

Amendments to Bylaws

SECTION I Requirements for Amending Bylaws by the Board of Directors: The Board of Directors may amend the Bylaws by majority vote of the members at a duly scheduled meeting at which a quorum is present for the transaction of business, provided the proposed amendment(s) is sent to each member of the Board at least thirty (30) days prior to the meeting.

SECTION II Requirements for Amending By-Laws by Fellows: Fellows of the Academy may amend the Bylaws by majority vote at a meeting at which a quorum is present for the transaction of business, provided that the proposed amendment(s) is sent to the Academy office for mailing to each Fellow of the Academy at least ten (10) days prior to the meeting at which the proposed amendment(s) is to be considered.