CONSTITUTION OF
TAU EPSILON RHO LAW SOCIETY
(Through October 10, 1999)

 PREAMBLE

WHEREAS, The principles upon which this law Society are founded are TRUTH, ETHICS AND RIGHTEOUSNESS; and

WHEREAS, The members thereof have undertaken the promotion of higher learning, legal education, interchange of legal ideas, maintenance of high professional standards, procedures of practice and close friendship; and

WHEREAS, The purpose of the Society is to promote those ideals, therefore it is ordained:

 

ARTICLE I   NAME AND GENERAL INFORMATION

SECTION 1.   Name.  The name of the organization shall be TAU EPSILON RHO LAW SOCIETY.

SECTION 2.   Powers.  Tau Epsilon Rho Law Society (the “Society”) shall have the powers set forth in this Constitution, which powers shall be construed liberally in the Society’s favor.

SECTION 3.   Non-discrimination.  Membership shall not be denied because of race, creed, religion, gender, or national origin.

ARTICLE II   MEMBERSHIP

SECTION 1.   Classes.  The Society shall have three (3) classes of membership: Graduate, Student, and Honorary.

SECTION 2.   Class Rights.  Members within each class shall enjoy the same rights and privileges with other members of that class, provided they are members in good standing in the Society.

SECTION 3.   Legislative Mandate for Membership.  The National Council, through the By-Laws, shall prescribe the requirements for establishing and maintaining Graduate Chapters, Law School Chapters, and Law School Divisions, including requirements for size and geographical boundaries.  The National Council shall further establish a National Graduate Chapter and a National Law School Division, to provide services to members who are not members of local units.

SECTION 4.   Graduate Members.

A.        Eligibility.  Graduate membership is open to:

(1) Those members of any Law School Chapter or Law School Division who have been admitted to practice before any bar; and

(2) Other members of the bench or bar upon whom membership may be conferred.

SECTION 5.   Student Members. 

A.        Eligibility.  Student membership shall be open to students of the law enrolled and regularly attending classes in an accredited law school in the United States or Canada.

B.        Affiliation and Administration.  Procedures and priorities for administration of Student Membership shall be set out in the Society’s By-Laws, and may be further modified by the National Council.

C.        Priorities for Membership Distribution.  The Law school members shall be enrolled in the Society according to the following priority:

(1) In an organized Law School Chapter;

(2) Where an organized chapter does not exist, in the Law School Division of the Graduate Chapter located closest to said law school, provided that the administration of said law school does not object;

(3) Where neither an organized chapter nor an appropriate Law School Division of the nearest Graduate Chapter exist, in the Law School Division of the National Society.

(4) In the event a Law School Chapter subsequently becomes established at a law school attended by said Law School Division members, the legislative authority of the Society shall establish rules for maintaining the Law School Division memberships or transferring them to the Law School Chapter, as appropriate.

SECTION 6.   Honorary Members.  Honorary membership may be conferred upon any member of the bench or bar who, in the opinion of the moving members, shall achieve such distinction as to warrant honorary membership.

SECTION 7.   Good Standing Requirement. 

A.        To be considered a member in good standing in the Society, a member must:

(1) Be current in paying all national and local dues assessments as of the relevant certification date; or

(2) Be exempt from dues as a result of policies approved by the National Council; and

(3) Be otherwise eligible for membership in and in compliance with the rules and requirements of the Society.

B.        A member’s dues will be considered “paid” as to any particular year when the Society’s Treasurer or Executive Director receives the member’s payment for that year.

C.        Chapters may promulgate their own criteria to determine whether a member is “current” in local dues assessments.

SECTION 8.   Voting Rights.

A.        No person shall be entitled to more than one vote for any purpose under this Constitution.

B.        Proxy voting is hereby prohibited.

SECTION 9.   Meetings

A.        Annual Meeting. The Society shall hold an Annual Membership Meeting, at such time and place as the National Council deems appropriate.

B.        Special Meetings.  The Society may call a Special Membership Meetings on thirty (30) day’s notice to the Society’s members.  Such meetings may be called, in writing,  by:

(1) A majority of the entire National Council.  For purposes of this provision, the National Council shall comprise all then-serving National Officers and all living Past National Chancellors (although no person shall be counted twice), but shall not include chapter delegates; or

(2) The entire Executive Committee.

C.        Notice.  Each member of the Society shall be entitled to notice of any membership meeting.  The Executive Committee, at its sole discretion, shall determine the method of providing notice for any meeting.  Such method may include, among other options, individualized notice, or delegation of notice responsibilities to the member’s Graduate Chapter.

ARTICLE III  ADMINISTRATION; ELECTION OF OFFICERS AND ELIGIBILITY

SECTION 1.   Administrative Power. The administrative power of this Society shall be vested in the National Officers.

SECTION 2.   Delineation of National Officers.

A.        The National Officers of this Society shall be a Chancellor, a Chancellor- Elect, one or more Vice-Chancellors, a Secretary, a Treasurer, an Editor, a Pledgor, a Scholar, an Historian, the Immediate Past Chancellor, and such other officers as may be elected at the Annual Membership Meeting, or appointed at or following the Annual Membership Meeting.

B.        There shall be no presumption of succession by the Chancellor-Elect to the Chancellorship of the Society.

SECTION 3.   Election of National Officers.  The National Officers, other than the Immediate Past Chancellor, shall be elected at the Annual Membership Meeting. 

A.        Eligibility to be Nominated. 

(1) Chancellor.  No person who has not continuously been a Society member in good standing for not less than five (5) years prior to the election shall be nominated to serve as Chancellor, whether nominated by any Slate Committee or nominated from the floor at the election.

(2) Chancellor-Elect.  No person who has not continuously been a Society member in good standing for not less than five (5) years prior to the election shall be nominated to serve as Chancellor-Elect, whether nominated by any Slate Committee or nominated from the floor at the election.

(3) Other National Offices.  No person who has not continuously been a Society member in good standing for not less than two years prior to the election shall be nominated to serve as a National Officer (other than Chancellor or Chancellor-Elect, as provided above), whether nominated by any Slate Committee or nominated from the floor at the election.

B.        Eligibility to Vote.  Every Society member in good standing may cast one (1) vote on each ballot in the election. 

(1) Such votes must be cast in person; no proxy voting shall be allowed for election of officers. 

(2) For purposes of this provision, a member must be in good standing on the calendar date falling twenty-eight (28) days prior to the date the election commences.

(3) The Executive Director shall certify the list of members in good standing as of that date no later than fourteen (14) days prior to the election, and shall provide this list to the Chancellor by that time.

A.        Voting Procedure.

(1) To be elected, a nominee shall receive a majority of all votes cast on a ballot.

(2) In the event no nominee receives a majority of all votes cast, the person(s) receiving the fewest number of votes on a ballot shall be removed from consideration, and another ballot shall be cast with the remaining nominees’ names in consideration.  This procedure shall continue until a nominee for office receives a majority of all votes cast on a ballot.

(3) Elections, or any part of them, shall proceed by voice vote, hand vote, or secret ballot at the direction of the Chancellor or of the majority of the National Council in attendance at the Election.

SECTION 2.   Onset of Responsibilities.  All National Officers shall take office at the earlier of their formal induction or the conclusion of the Annual Membership Meeting.  They shall remain in office for a term of one year or until their successors are duly elected and shall have qualified; however, no officer whose office is vacant as a result of the next election shall remain in office beyond the time that the other officers elected at that next election take office.

ARTICLE IV   -  LEGISLATIVE POWER; NATIONAL COUNCIL

SECTION 1.   Legislative Power.  The legislative power of this Society shall be vested in the National Council.

SECTION 2.   Composition of National Council.

A.        Standing Members.  The standing members of the National Council shall be the National Officers, the Executive Director (so long as the Executive Director is a member of the Society), Graduate Chapter and At-Large delegates,  and all Past Chancellors.

B.        Other Members.  The National Council may choose to appoint other members to the Council in an ex-officio and non-voting capacity.

C.        Vacancy in Office. 

(1) In the event a National Office, other than Chancellor or Chancellor-Elect, becomes vacant as a result of the death, resignation, suspension, or disbarment of an elected National Officer, or because the Annual Meeting did not elect a member to fill the office, the Executive Committee, by majority action,  may designate a member of the Society in good standing to serve the remainder of the term of office.  Such action may be taken outside of a formal meeting of the Executive Committee.

(2) The Society shall not fill any vacancy in the office of Chancellor-Elect.  In the event of such vacancy, however, the Executive Committee, by majority action, may designate a member of the Society in good standing to serve as a Vice-Chancellor, and such person shall succeed to and discharge the duties and responsibilities of the Chancellor-Elect as are not related to succession to office of Chancellor.  Such action may be taken outside of a formal meeting of the Executive Committee.

(3) In the event of a vacancy in the Chancellor’s office, the Chancellor-Elect, if elected at the same time as the prior Chancellor, shall succeed to the office of Chancellor for the remainder of the term of office.  If the office of Chancellor-Elect is also vacant, the National Council shall designate a member of the Society in good standing to serve the remainder of the Chancellor’s term of office.  The Executive Director shall convene a special meeting of the National Council for such purpose, as soon as possible after the vacancy arises.

SECTION 3.   Delegates.  The membership of the Society shall be represented at the National Council Meeting as follows: 

A.        Each active Graduate Chapter shall be entitled to one (1) delegate to the National Council for each fifty (50) members or portion of fifty (50) members of the Graduate Chapter in good standing with the National Society as of thirty (30) days preceding the National Council Meeting.  For purposes of this section, a Chapter shall be considered “active” if it has a minimum of five (5) members in good standing.  With respect to any Graduate Chapter holding active status at the time of adoption of this amended Constitution, implementation of this provision will be deferred for five (5) years from the date of adoption.

B.        The Executive Director shall certify the membership in good standing of each Graduate Chapter as of thirty (30) days preceding the National Council Meeting, and shall notify each Graduate Chapter of the number of delegates to which the Chapter is entitled for the upcoming meeting at that time.

C.        The Chancellor, prior to each National Council Meeting, may designate members of the Society to serve as At-Large delegates, to represent Society members who are not affiliated with an active Graduate Chapter.  The Chancellor shall designate one (1) such delegate for each fifty (50) members or portion of fifty (50) members in good standing who are not affiliated with an active Graduate Chapter as of thirty (30) days preceding the National Council meeting; provided, however, that the maximum number of delegates selected to represent the unaffiliated members shall be five (5).  The Executive Director shall notify the Chancellor thirty (30) days before the meeting of the number of delegates to be appointed.

D.        Each Law School Chapter or Law School Division may appoint a representative to attend the National Council meeting.  These representatives shall not be counted for the purpose of determining a quorum, and shall not be entitled to vote on any issue brought before the National Council.  At the discretion of the Chair, such representatives may be allowed to participate in discussion.

E.        For purposes of this Section, a member shall be eligible to serve as a delegate if:

(1) The member paid all appropriate National and Local Dues due as of the National Council Meeting; and, if National dues were collected by a Graduate Chapter, the National portion of such dues were received by the Society by the National Council Meeting;

(2) The member is exempt from paying dues as a result of age or as a result of being a sitting judge; provided, however, that Honorary members who have never paid a new member fee or annual dues to the National Society or had such fees paid to the National Society on their behalf, shall not be eligible to serve as a delegate.

(3) Each Graduate Chapter may otherwise select its delegates according to the Chapter’s own criteria.

SECTION 4.   National Council Meetings. 

A.        The National Council shall meet at each Annual Membership Meeting and at least once between Membership Meetings.

B.        The National Council shall convene at the Chancellor’s direction.

C.        The National Council shall only enact legislation, amend the by-laws, and amend the Constitution,  in the presence of a quorum.

(1) A quorum shall comprise four (4) of the National Officers of the Society plus four (4) delegates or Past Chancellors.

(2) A person shall be counted only one (1) time for purposes of establishing a quorum.  The Executive Director shall not be counted in determining the presence or absence of a quorum, unless the Director is also eligible to serve on the Council as an elected officer or a past Chancellor.

D.        All actions of the National Council shall be determined by majority vote of those present, unless otherwise provided herein.

E.        The National Council may conduct other business at a recessed session or an adjourned session, in the absence of a quorum, provided that the prior session was conducted in the presence of a quorum, and further provided that all members attending the prior session receive actual notice of the time for resumption of business.

F.         In the event the National Council initially convenes at a duly-noticed meeting in the absence of a quorum, the Council may take up administrative matters in the absence of the quorum, and may delay taking up matters requiring a quorum’s presence until a quorum is present.  Such administrative matters include, but are not limited to:

(1) Approving minutes of prior meetings;

(2) Receiving and approving Officer’s reports;

(3) Initiating and approving action that will not result in a variation from the Society’s approved budget;

(4) Establishing temporary committees;

(5) Approving sites for subsequent Society meetings;

(6) Approving CLE programs to be held in conjunction with subsequent Society meetings.

G.        The National Council shall conduct its business in accordance with Robert’s Rules of Order.

SECTION 5.   Executive Committee

A.        The National Officers and the Immediate Past Chancellor shall comprise the Executive Committee.

B.        The Executive Committee shall convene at the Chancellor’s direction.

C.        At the Chancellor’s discretion, the Committee may conduct its business in person, by conferencing (either by phone or computer), or by written action taken by all members separately resulting in approval of a course of action by the majority of the Committee.

D.        The Committee may take up any business, not otherwise reserved to the National Council or the Society at large, as may be necessary to continue the day to day operation and administration of the Society.

E.        All action taken by the Executive Committee, with the exception of filling vacancies in National Office, shall be subject to ratification by the National Council at the meeting of the National Council next following the Committee’s action.

SECTION 6.   Legislation.  Any member of the National Council or any Graduate Chapter may propose legislation for consideration and action by the National Council.

A.        Chapter-Initiated Legislation.  Any Graduate Chapter desiring to initiate legislation may pass a resolution embodying such proposed legislation by a majority vote of Society members in good standing and eligible to vote within the Chapter.

 

(1) Such resolution shall be submitted to the Chancellor, who shall, after notice, submit it to the next regular National Council meeting for consideration, or at the Chancellor’s discretion, to a special National Council meeting convened for that purpose.

(2) No Chapter delegate shall submit any resolution that was not first approved by their Chapter, as provided above.

B.        Other Legislation.  Other legislation may be brought before the National Council by resolution made by any National Officer or Past-Chancellor. 

(1) Resolutions shall be approved by majority vote.

(2) Any action of the National Council may also be accomplished by informal written consent approved by a majority of all eligible members of the National Council provided that all National Council members shall have had not less than twenty-one (21) days advance written notice of such proposed action.

(3) Except as otherwise provided in this Constitution, nothing in this Section shall preclude any member of the National Council from initiating legislation at a duly convened meeting of the National Council.

ARTICLE V SUSPENSION, EXPULSION, AND CHANGE OF STATUS OF CHAPTER

SECTION 1.   Suspension & Expulsion of Chapter.  The National Council, upon its own motion and for good cause shown, may suspend or expel any Graduate Chapter, Law School Chapter or Law School Division from the Society, in accordance with the procedures set forth in the By-Laws of the Society.

SECTION 2.   Reinstatement of Chapter.  The National Council may upon its own reinstate any Graduate Chapter, Law School Chapter or Law School Division suspended or expelled from the Society.

            Change in Chapter Status.  The National Council may change the status of any Graduate Chapter, Law School Chapter, or Law School Division from active to inactive when there are no active or dues-exempt members in the unit.  The National Council may reactivate any inactive unit upon that unit meeting the criteria for activation of a comparable unit as provided for in the By-Laws.

 

ARTICLE VI - FINANCES

SECTION 1.  New Member Fee.  Each person inducted into the Society shall be required to pay a “new member fee” with the application for membership.

            Authorization for Local Dues Assessments.  In addition to the “new member fee” referred to in Section 1 hereof, each Graduate Chapter, Law School Division of a Graduate chapter, or Law School Chapter may levy upon its members annual dues assessments which it deems necessary or

 

SECTION 1.proper for the operation of the chapter or Law School Division.

SECTION 2.   National Dues.  Unless exempted by the National Council, each graduate member shall be obliged to pay an annual dues assessment to the National Society.  The National Council may solicit voluntary contributions from members who are exempt from paying annual dues.

SECTION 3.   Dues Procedures.  The National Council shall set all new member fee and dues policies and schedules for the Society.

SECTION 4.   Life Membership.  The National Council is authorized to grant life membership in the Society to any member upon such terms and conditions as the National Council shall deem proper.

SECTION 5.   Administration of Funds.  All monies shall be administered as provided in the By-Laws.

ARTICLE VII -RITUAL

SECTION 1.   Adoption of Ritual.  Each person inducted into membership in the Society shall affirm the person’s adherence to the tenets set forth in the full and complete ritual as approved by the National Council.  No deviation from the prescribed ritual shall be allowed except by permission of the National Council.

ARTICLE VIII - HONORARY OFFICERS

SECTION 1.   Honorary Officers.  The National Council may appoint individuals to hold the honorary offices in the Society, and shall prescribe the rights, privileges, and duties associated with such office.  Honorary officers shall be ex-officio members of the National Council without voting privileges, unless otherwise holding a right to vote in another capacity.

ARTICLE IX -AMENDMENTS

SECTION 1.   Amendment Procedure.  Any Graduate Chapter, the National Council, or a Committee duly appointed by the Chancellor for such purpose, may propose an amendment to this Constitution by adopting, by two-thirds (2/3) vote of members in good standing in the Society eligible to vote on such proposal and in attendance, a resolution embodying the proposed amendment.

SECTION 2.   Graduate Chapter Proposals. 

A.        If proposed by a Graduate Chapter, the  resolution shall be forwarded to the Executive Director in writing, accompanied by:

(1) A list of the Chapter’s members voting on the resolution (but not indicating the nature of the vote cast);

            A certification from the Chapter that the proposal was approved by two-thirds (2/3) of the eligible members voting and in attendance at a meeting of the Chapter’s membership.

 

(1) To be eligible to vote on such a resolution, a Chapter member must be a member in good standing of the national Society at the time of the vote.

SECTION 2.   Council and Committee Proposals.  If proposed by the National Council or by a Committee appointed by the National Council, the resolution shall first be presented for consideration and adoption at a meeting of the National Council.   Upon approval, the resolution shall be forwarded to the Secretary in writing.

SECTION 3.   Adoption Procedure.  The Secretary shall circulate the written resolution, as approved without change, to each Graduate Chapter, each Law School Division, and each  National Officer and Past Chancellor at least sixty (60) days prior to final consideration of the proposal at a meeting of the National Council.

A.        The proposed amendment shall be adopted if approved by a two-thirds vote of the members of the National Council in attendance and voting at a meeting of the National Council.  No vote may be taken by the National Council unless a quorum is present throughout discussion and voting on adoption of the resolution.

B.        The proposed amendment shall be submitted to the first meeting of the National Council held at least sixty (60) days following the resolution’s circulation by the Secretary. 

(1) Prior to a vote being taken on the proposed amendment but after or during discussion, the proponent may withdraw the proposed amendment, or the National Council, in a manner consistent with its rules, may table discussion. 

(2) Discussion may not be tabled for more than two (2) consecutive meetings, and, if not withdrawn at the time of a third meeting, the National Council shall vote on the proposal. 

(3) In the event discussion is tabled, the Secretary shall re-circulate the resolution at thirty (30) days prior to the next meeting of the National Council.

ARTICLE X - BY-LAWS

SECTION 1.   Creation and Alteration.  The National Council, by a two-thirds vote of the members in attendance and voting, may make or alter such By-Laws as they deem necessary to implement this Constitution.

ARTICLE XI -REPEAL

SECTION 1.   Implementation.  This Constitution shall supersede all previous constitutions of the Society and shall have full force and effect upon its adoption.

 

Adopted and approved by the National Council of Tau Epsilon Rho Law Society on October 10, 1999 at the meeting held in conjunction with the 79th Annual Convention, in Toronto ONT CANADA.

Todd M. Berk, Chancellor
Barry L. Lippitt, Chair,

Constitution Committee



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