By-Laws

Article I. Name and Status  Article VII. Officers 
Article II. Purpose  Article VIII. Elections 
Article III. Membership  Article IX. Policies of the Corporation & Polling the Membership 
Article IV. Finances  Article X. Committees 
Article V. Meetings  Article XI. Amendments 
Article VI. Board of Directors  Article XII. Voting by Written Ballot 
 
Article I. Name and Status
 The name of this organization shall be the Louisiana Association of Criminal Defense Lawyers.  It shall be a non-profit corporation organized under the laws of the State of Louisiana.
 
 Article II. Purposes
 The purposes of the Association shall be:  To protect and insure by rule of law those individual rights guaranteed by the Louisiana and Federal Constitutions in criminal cases; to resist any efforts which are being made to curtail these rights; to encourage cooperation between lawyers engaged in the furtherance of these objectives through educational programs and other assistance; and through this cooperation, education and assistance to promote justice and the common good; to assist the courts, legislature, and law enforcement agencies in accomplishing their legitimate functions consistent with the rule of law and the protection of individual rights guaranteed by the Louisiana and United States Constitutions.
 
Article III. Membership
 SEC. 1. Regular Membership
(a) A member of the State Bar of Louisiana who is actively engaged in the defense of criminal cases is eligible for membership in the Association.
 
(b) A member of the State Bar Association who holds prosecutorial office, or is regularly employed in a prosecutorial office is ineligible to become or remain a member of the Association, except city prosecutors.
 
SEC. 2. Charter Membership
 The charter members of the Association shall consist of those persons who, prior to June 1, 1986, signified their intention to join the Association as charter members and whose membership applications were subsequently approved by the Board of Directors.
 
SEC. 3. Sustaining Membership
A regular or charter member is eligible for sustaining membership by the payment of such dues as are set for such membership by the Board of Directors.
 
SEC. 4. Honorary Membership 
A person who has made an outstanding contribution to the public welfare and aided in the achievement of the goals of this Association may be elected an honorary member of the Association.  An affirmative vote of a majority of the Board of Directors is required to elect any honorary members.  Honorary membership shall extend for an indefinite period of time.
 
SEC. 5. Lifetime Membership 
A regular charter member is eligible for lifetime membership by the payment of a one-time fee in the amount to be determined by the Board of Directors and thereafter shall be exempted from the requirement to pay any membership fees or admission fees to any functions sponsored by the Association.
 
SEC. 6. Student Membership 
A person who is regularly enrolled in a school of law in the State is eligible for student membership.
 
SEC. 7. Associate Membership 
Associate membership in the Association shall be available to persons who are pursuing a career in a field which contributes regularly to the goals of the Association or members of the State Bar of Louisiana who are not presently actively engaged in the defense of criminal cases but who subscribe to the goals of the Association and are not employed in a prosecutorial office or hold a prosecutorial office.
 
SEC. 8. Application for Membership 
Application for membership shall be made on a form prescribed by the Board of Directors.  The application of a student member must be endorsed by a member of the Association.  All applications shall be subject to approval by the President or Executive Director acting for the Board of Directors.
 
SEC. 9. Voting 
Regular, charter, sustaining or lifetime members are entitled to vote in any of the Association's proceedings.  Honorary, associate and student members are not entitled to vote.
 
SEC. 10. Revocation of Membership 
Membership, whether regular, charter, sustaining, honorary, lifetime, associate or student, may be revoked for cause by a vote calling for such revocation by a three-quarters vote of the total members of the Board of Directors after notice and hearing.
 
SEC. 11.  Indigent Defender Membership
A member of the State Bar of Louisiana who has been appointed, employed, or contracted to defend persons unable to afford or obtain legal assistance is eligible for membership in the Association.
 
SEC. 12.  New Attorney Membership
A member of the State Bar of Louisiana who is actively engaged in the defense of criminal cases and has been practicing law for less than two years is eligible for membership in the Association. A New Attorney member must adjust their membership status after practicing for two years to meet the requirements of this article.

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Article IV. Finances 
SEC. 1. Annual Dues
The annual dues of the Association shall be set by the Board of Directors.
 
Article V. Meetings 
SEC. 1 Annual Membership Meeting
A meeting of the membership of the Association shall be held annually, at a date and location to be determined by the Board of Directors.
 
SEC. 2. Special Meetings 
Special meetings of the members or of the Board of Directors of the Association may be held as the Board of Directors deems necessary.  Special telephone conference meetings of the Board of Directors may be called as deemed necessary by the President.
 
SEC. 3. Notice of Meetings
(a) Notice of the annual meeting shall be electronically transmitted to each member at least 30 days in advance of the meeting.
(b) Written notice of special meetings shall be sent or electronically transmitted to each member at least 14 days in advance of the meeting together with the proposed agenda for the meeting.  A letter, postcard, brochure, or electronic transmission authorized by the President or Secretary shall constitute proper notice of the meeting.
(c) Electronically transmitted shall mean that the notice is sent by e-mail, fax, text or any other form of data transmitted in common use by the legal profession.

 
SEC. 4. Quorum 
Those voting members present at any annual or special meeting of the Association shall constitute a quorum of the Association for the transaction of business at such meeting.

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Article VI. Board of Directors
SEC. 1. Powers and Membership 
(a)The business affairs of this Association shall be managed by a Board of Directors. The Board of Directors shall consist of the elected officers of the Association, the Immediate Past      President of the Association, one member to be elected from each of the Federal Congressional Districts in the state, and thirteen members to be elected at large from the general membership. All past presidents shall be life members of the Board of Directors, unless removed for cause, with the right to vote and to be excused from the mandatory attendance requirements of Article VI, Section 9.  The absence of past presidents shall not affect the quorum for any purpose.  Past Presidents may not vote by proxy. 
Additionally, the chairperson of the following committees, and in the event of the appointment of co-chairpersons, the co-chairpersons of the following committees, shall serve on the Board of Directors for as long as he/she chairs any of the following committees: 
I.Amicus Committee
II.Death Penalty Committee
III.Lawyer Assistance/Defense Assistance Committee
IV.Education Committee  
V.Juvenile Committee
VI.Legislative Committee
VII.Membership Committee
VIII.Communications Committee
IX.Public Defender Committee
X.Finance and Budget Committee
XI.Awards Committee
XII.Federal Defense Committee
XIII.District Defender Committee
 
If the chair of a committee is already an elected member of the Board of Directors, he/she shall not serve as a member of the Board of Directors by virtue of his/her appointment as a committee chairperson as well. 
All members of the Board of Directors, except those who are members by virtue of their committee chairperson appointment, shall serve three-year terms from the date of their formal election.  No Officer or member of the Board of Directors may serve more than two (2) consecutive terms in the same position.
(b)The Executive Committee of the Board shall have the authority to act on behalf of the Board in the interim of Board meetings.
(c)The Board of Directors may retain the services of an Executive Director to handle the administrative needs of the Association and may give the Executive Director such authority and responsibility as they deem appropriate.
 
SEC. 2. Regular Meetings 
The Board of Directors shall meet at least once a year in conjunction with the Annual Meeting and three other times a year as designated by the President or by a majority of the Board of Directors.
 
SEC. 3. Notices 
The President shall notify the Directors of each meeting by written or electronic notice given at least seven (7) days in advance of the date of the meeting, along with a proposed agenda.
 
SEC. 4. Quorum 
Those Directors present at any regular or special Board of Directors meeting shall constitute a quorum for the transaction of business at such meeting.
 
SEC. 5. Proxies 
A Director who is excused for cause may vote by proxy by giving his written proxy to another Director.  A Director may vote only one proxy.
 
SEC. 6. Organization 
The President of the Association shall serve as Chairman of the meetings of the Board of Directors.  In absence of the President, the President-Elect shall serve as Chairman, or in his absence, a designee appointed by the President shall serve as Chairman.
 
SEC. 7. Procedure 
The Board of Directors may act at meetings, by certified mail, by e-mail, or by electronic polling.
 
SEC. 8. Vacancies 
A vacancy occurring in the Board of Directors caused by the death, resignation or removal of the person elected thereto may be filled by appointment by the President, subject to confirmation by the Board of Directors.  Confirmation shall be secured at the option of the President either by a majority vote of a quorum of the Directors or by a poll of the Directors by mail or by electronic means.  In the latter event, the failure of any Director to send in his vote within ten (10) days after the date the poll is placed in the mail or e-mailed to him shall be counted as a vote for confirmation.
 
SEC. 9. Removal 
An elected Officer or Director may be removed by majority vote of the Board of Directors without hearing for the failure to attend three consecutive meetings of the Board of Directors without good cause.  Without good cause shall mean that the absences are unexplained or unexcused. An Officer or Director must notify the President or Secretary regarding their inability to either attend a scheduled meeting or participate in a scheduled conference call meeting of the Board of Directors in order for the absence to be considered excused.  An absence by an Officer or Director who does not notify the President or Secretary prior to a scheduled meeting or conference call meeting of their inability to attend will be considered unexcused.  Excuses submitted in advance in writing or electronically transmitted along with a designation of proxy shall be considered excused if related to professional duties, travel, safety, or the health of the board member or their immediate family.

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Article VII. Officers
 SEC. 1. Officers 
The officers of the Association shall consist of a President, a President-Elect, a Secretary, a Treasurer, and the Immediate Past President. The Officers shall constitute the Executive Committee of the Board. Each officer shall serve for a term of one (1) year, or until his/her replacement is elected.
 
SEC. 2. Qualifications
All Officers of the Association shall be a lifetime, sustaining, charter or regular member in good standing of the Association.
 
SEC. 3. Duties of President 
The President is the Chief Executive Officer of the Association, and it is his responsibility to supervise and coordinate the activities of the Association and to preside at meetings.
 
SEC. 4. Duties of President-Elect
(a) The President-Elect shall assist the President in the performance of his duties and perform such other duties as may be prescribed by the Board of Directors.  In case of the absence of the President, he shall act as Chief Executive Officer of the Association.
(b) The President-Elect shall automatically assume the duties of President upon the expiration of the term of the President. In case of the death of the President, or in the event of his resignation or removal from office, the President-Elect shall become President and shall hold office until the next Annual Meeting of the Association and until his successor is elected and qualified.
 
SEC. 5. Duties of Secretary 
The Secretary of the Association shall attend and keep minutes of all meetings of the Association.

SEC. 6. Duties of Treasurer 
The Treasurer shall collect all money due to the Association, pay all obligations of the Association from such funds in accordance with regulations and procedures that may be prescribed by the Board of Directors.  The Treasurer may designate check writing authority to any officer or Board Member of the Association and/or the Executive Director subject to the approval of the Board of Directors.
 
SEC 7. Duties of the Executive Director
The Executive Director shall be responsible for any administrative, secretarial, and financial duties of the Association as may be assigned by the Board of Directors.

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Article VIII. Elections
 SEC.1. Nominating Committee 
Prior to the Annual Meeting, the President shall appoint a Nominating Committee consisting of three members. The Chairman of the Nominating Committee shall be designated by the President. 
 
SEC. 2. Nominations 
At least thirty (30) days prior to the Annual Meeting, the Nominating Committee shall submit to the membership electronically, at least one nomination for each Officer and each Director whose term is expiring. The electronic notice shall also state that nominations for Officers and Directors may be made by any member in good standing, and shall also indicate the election will be conducted by mail or electronic ballot and that no nominations will be accepted from the floor at the Annual Meeting.
To be effective, such nominations from the membership shall be accompanied by a signed statement mailed or electronically transmitted from the nominee stating tthat person is agreeable to nomination and will serve if elected. Such nominations from members must be returned to the Executive Director within fifteen (15) days from the date the Nominating Committee's notification was transmitted.
The Executive Director shall submit, electronically, the nominations of the Nominating Committee, along with the names of persons nominated by the membership, to all members eligible to vote, no later than fifteen (15) days before the Annual Meeting. Ballots must be returned to the Executive Director by mail or electronically at least seven (7) days before the Annual Meeting. Ballots shall be counted by the Nominating Committee prior to the Annual Meeting, and all elections shall be determined by plurality vote.
 

Article IX. Policies of the Corporation and Polling the Membership
 
SEC. 1. Pronouncements of Declaration of Policy 
No member of the Association shall officially make any pronouncement or declaration on a question of the policy until it has been authorized by the Board of Directors except as provided in Section 2.
 
SEC. 2. Special Circumstances 
When, in the President's discretion, he determines that it is necessary to make a pronouncement or declaration of policy and the circumstances do not permit a meeting or poll of the Board of Directors, he may, after obtaining the consent of a majority of the Executive Committee by telephone, e-mail or otherwise, make the pronouncement or declaration.  The President will act as the spokesperson for the Association regarding any declaration of policy, or he may designate another officer to act for him.  If the declaration of policy relates to activities involving a specific geographic area of the State, the President may not appoint as spokesperson an officer from that geographic area without the specific approval of the Executive Committee.
 
SEC. 3. Inauguration of Poll
Any lifetime, sustaining, charter or regular member of the Association perceiving any issue which in his opinion is deserving of a declaration of policy by the Association is entitled to require a poll of the Executive Committee by making such a request in writing or e-mail, setting forth the reasons for his request, directed to the Board Member from his Congressional District.

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Article X. Committees
 SEC. 1. Committees 
Committees shall be established by the President with the approval of the Board of Directors or may be established by a majority vote of the Board of Directors.  Committee Chairpersons shall be named by the incoming President subject to the approval of the Board of Directors and shall serve a one-year term, but may serve consecutive terms.  Nothing herein prohibits the President from forming ad-hoc committees whose chairpersons do not become Board Members by virtue of being chairperson of the ad-hoc committee.
 
Article XI. Amendments
 These bylaws may be amended by majority vote of the members present and voting at any annual or special meeting of the membership, or by mail ballot, or by electronic ballot provided that written or electronic notice has been sent at least thirty (30) days prior to such meeting.
 
Article XII. Voting by Written Ballot
Voting on any issue may be conducted by written or electronic ballot distributed to all duly qualified voting members of this organization allowing no less than seven (7) days for the return of same.  A majority of those voting shall be sufficient to constitute a vote in favor of any proposition except that of an amendment to the by-laws may be amended by the majority vote of written or electronic ballots returned to the office of LACDL in the aforementioned fashion only in the event that said amendment shall have been instituted and approved by two-thirds (2/3) of the Board of Directors voting by written or electronic ballot or in the course of any meeting of the Board of Directors.

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AMENDED AND APPROVED BY THE MEMBERSHIP DECEMBER 11, 2014