Bylaws

Updated as of November 9, 2012

Section Bylaws

ARTICLE I: Name, Mission, and Goals
ARTICLE II: Membership
ARTICLE III: Officers and Their Duties
ARTICLE IV: Section Delegates and their Duties
ARTICLE V: Council and Its Duties
ARTICLE VI: Meetings of the Section
ARTICLE VII: Elections
ARTICLE VIII: Miscellaneous Provisions
ARTICLE IX: Amendments
ARTICLE X: Participation of Minorities and Women


ARTICLE I

 

Name, Mission, and Goals

Section 1. This Section shall be known as the Section of Environment, Energy, and Resources of the American Bar Association.

Section 2. Mission Statement. The Section of Environment, Energy, and Resources is the premier forum for strategies and information for environmental, energy, and resource lawyers, advisors, and decision-makers.

Section 3. In order to accomplish its mission, the Section will:

(a) provide quality programming, information, and materials to its members;
(b) position itself so that its input and support are sought during the formulation and discussion of public policy;
(c) increase and strengthen its membership;
(d) identify and develop future leaders;
(e) be a fiscally stable and well-managed organization; and
(f) be structured and governed effectively and efficiently.

The Section will carry out these goals in such a way as to meet its commitments to public service and to diversity.

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ARTICLE II

Membership

Section 1. Each member of the Section who has for at least one prior year been a member of the Section shall pay to the American Bar Association annual Section dues in an amount to be established by the Council. The amount of Section dues may be changed at such time or times as the Council may approve, without further approval by the ABA Board of Governors, except that annual Section dues for members of the Section shall in no case exceed seventy-five dollars ($75.00) and except that annual Section dues for members of the Law Student Division shall be five dollars ($5.00).

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ARTICLE III

Officers and Their Duties

Section 1. The officers of the Section shall be a Chair, a Chair-Elect, a Vice Chair, a Secretary, a Budget Officer, an Education Officer, a Membership and Diversity Officer and a Publications Officer.

Section 2. Each officer of the Section who has not resigned or vacated the office shall hold office for a term beginning at the close of the annual business meeting of the Section at which elected and ending at the close of the next succeeding annual business meeting of the Section, and until the officers' successor shall have been elected.

Section 3. At the close of each annual business meeting of the Section, the Chair-Elect whose term of office expires at that time shall automatically become Chair of the Section and the Vice Chair whose term of office expires at that time shall automatically become Chair-Elect without the need for any election to the offices of Chair and Chair-Elect.

Section 4. Subject to the direction and control of the Council, the functions, duties, and authorities of the officers shall be as follows:

(a) Chair. The Chair shall preside at all meetings of the Section and of the Council. The Chair shall formulate and present at each annual meeting of the Association a report of the work of the Section for the then closing year. The Chair shall perform such other duties and acts as usually pertain to the office.

(b) Chair-Elect. The Chair-Elect shall arrange for the appointment of the committee chairs who will serve during the Chair-Elect's coming term as Chair. The Chair-Elect shall aid the Chair in the performance of that officer's responsibilities in such manner and to such extent as the Chair may request. The Chair-Elect shall perform such further duties and have such further powers as usually pertain to the office, or as may be designated by the Council or the Chair. Upon the death, resignation or during the disability of the Chair, or upon the Chair's refusal either to act or to decide a matter of importance to the Section, the Chair-Elect shall perform the duties of the Chair during the remainder of the Chair's term or disability, as the case may be. If, for one of the foregoing reasons, the Chair-Elect is serving in the capacity of Chair at the commencement of the annual business meeting of the Section at which the Chair-Elect is to assume the position of Chair, the Chair-Elect shall officially take that office. In the event of the death or resignation of the Chair-Elect, the Vice Chair shall immediately succeed to the office of Chair-Elect and the office of Vice Chair shall remain vacant until the next annual business meeting of the Section.

(c) Vice Chair. The Vice Chair shall aid the Chair and Chair-Elect in the performance of their responsibilities in such manner and to such extent as either may request. The Vice Chair shall perform such further duties and may have such further powers as usually pertain to the office or as may be designated by the Council or Chair. Upon the death, resignation, or during the disability of both the Chair and Chair-Elect, or upon the refusal of both to act, the Vice Chair shall perform the duties of the Chair for the remainder of the Chair's term, except in the case of disability, and then only so long as the disability of the Chair or Chair-Elect, whichever terminates first, shall last.

(d) Secretary. The Secretary shall consult with and assist all the officers of the Section as to the work of the Section generally in such manner and to such extent as they may request. The Secretary shall record and maintain an accurate account of the proceedings of all meetings of the Council and Executive Committee. The Secretary, in conjunction with the Chair, as authorized by the Council, shall attend generally to the business of the Section.

(e) Budget Officer. The Budget Officer shall keep an accurate record of all moneys appropriated to and expended for the purposes of the Section. The Budget Officer shall monitor all accounts, reports, and other documents prepared as to Section funds, revenues, and expenditures, and seek to make certain that all such accounts, reports, and other documents are, at all times, accurate and correct. The Budget Officer shall report on the Section's present and projected financial condition at each meeting of the Section Council and shall report on any development which would have a significant impact on the financial condition of the Section. At least once each year, the Budget Officer shall prepare a report on the Section’s financial affairs and financial condition and a projected budget for the Section on an annual basis and submit such projected budget to the Council for approval or modification at the time of the annual business meeting of the Section, or such other time as may be expressly fixed by the Council. The Budget Officer shall prepare such other recommendations and special reports on financial affairs of the Section as may be requested by the Chair of the Section.

(f) Education Officer. The Education Officer shall oversee the Section's educational programs, including all Section workshops, seminars, teleconferences, and other Section educational programs. The Education Officer shall monitor all applications and other requests by Section members to hold educational programs to ensure that all Section educational programs: (1) meet the Section's high standards for quality; (2) are consistent with the Section's budget guidelines for educational programs; and (3) if required or appropriate, meet any applicable accreditation requirements that have been or may be established by individual states. The Education Officer shall report on the status of the Section's present and projected educational program at each meeting of the Section Council.

(g) Membership and Diversity Officer. The Membership and Diversity Officer shall oversee the Section's membership activities and shall be responsible for creating and implementing Section programs (i) to maintain current membership; (ii) to encourage future growth in all substantive areas of the Section; (iii) to create programs to attract and involve minorities, women, and persons with disabilities in accordance with ABA Goal III; and (iv) to work with Association staff in furtherance of these responsibilities. The Membership and Diversity Officer shall report on the Section's present and projected membership levels and status at each Council meeting. The Membership and Diversity Officer shall consult with the Chair and other officers of the Section on the projected impact of any proposals by the Section or the Association to change the amount of the membership dues of either the Association or the Section.

(h) Publications Officer. The Publications Officer shall oversee the Section's publications program, including all books, monographs, newsletters, magazines and journals, whether in print or electronic form. The Publications Officer shall be responsible for the coordination of all Section publications in an effort to address all substantive areas of interest and to provide additional non-dues revenues for the Section. The Publications Officer shall consult with and assist the Chair in appointing editors of the Section's publications. The Publications Officer shall report on the status of the Section's present and projected publication program at each Council Meeting.

Section 5. There shall be an Executive Committee which shall consist of the officers, the immediate past Chair, and the Section Delegates to the House of Delegates. The Executive Committee shall have full authority to act for the Section at all times between meetings of the Council.

Section 6. The Chair shall appoint a chair(s) of a Governance Committee. The Governance Committee shall evaluate proposals for internal policies and Bylaw amendments that relate to governance of SEER and make recommendations on such proposals to the Chair and Council.

Section 7. If any Officer shall fail to attend three consecutive regular meetings of the Council, unless at least two of these absences can be excused for good cause, or if any Officer shall fail to attend four consecutive regular meetings of the Council, then that person's position shall be automatically vacated. For purposes of this Section, participating in a Council meeting via telephone may only be counted as attendance for one of the four Council meetings conducted each year. For Council meetings that are held over consecutive days, in-person participation in at least one of the meeting days shall count as in-person attendance for the entire Council meeting. In the event the Chair or Chair-Elect position is automatically vacated, the succeeding officer whose term of office expires at that time shall automatically become Chair or Chair-Elect, as the case may be, without the need for any election to the offices of Chair or Chair-Elect. In the event an officer position other than that of Chair or Chair-Elect is vacated, the Nominating Committee shall nominate a successor for the vacated position who shall assume office immediately upon approval of the Council. An Officer who loses his or her position due to these provisions may request reinstatement by written petition to, and approval by, the Executive Committee.

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ARTICLE IV

Section Delegates and their Duties

Section 1. There shall be two Section Delegates to the House of Delegates, who shall be elected pursuant to the then applicable provisions of the Constitution of the Association, and whose terms shall commence and end at the times provided in the applicable provisions of the Constitution of the Association. It shall be the responsibility of the Section Delegates to represent the Section in the House of Delegates and to provide an effective liaison between the Section and the House of Delegates.

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ARTICLE V

Council and Its Duties

Section 1. There shall be a Council which shall consist of the Officers of the Section, the Section Delegates to the House of Delegates, any ex-officio Council member appointed from an environmental, energy and resources section of a foreign bar association pursuant to Section 12 of this Article V, and the immediate past Chair, all of whom shall be members ex officio, together with fourteen members to be elected by the Section as hereinafter provided. Past Chairs of the Section, not elected members of the Council, shall become honorary members of the Council. As such, they shall be given notice of and shall have the right to attend any and all meetings of the Council and to participate in any discussion thereat, but shall not have any voting rights at any such meeting.

Section 2. Except as otherwise provided in Article VII, Section 1, each elected member of the Council who has not resigned or vacated the position shall hold office for a term beginning at the close of the annual business meeting of the Section at which elected and ending at the close of the third succeeding annual business meeting of the Section. In the event of a vacancy, the Nominating Committee shall nominate a successor for the vacated position who shall assume office immediately upon approval of the Council. Members elected by the Council to fill a vacancy shall serve only until the close of the next annual business meeting. Members elected at the annual business meeting to fill a vacancy shall serve for the unexpired remainder of the term. In either case, if otherwise eligible, a member appointed to fill a vacancy may subsequently be elected for a regular term.

Section 3. No person shall be eligible for selection as a member of the Council, if that person is then a member of the Council and has been so continuously for three years or more. This provision shall not bar (1) election of that person as an officer or (2) selection of a person as a member of the Council who has previously served on Council.

Section 4. If any elected member of the Council shall fail to attend three consecutive regular meetings of the Council, unless at least two of these absences are excused for good cause, or if any member shall fail to attend four consecutive regular meetings of the Council, that person's position shall be automatically vacated. For Council meetings that are held over consecutive days, in-person participation in at least one of the meeting days shall count as in-person attendance for the entire Council meeting. For purposes of this Section, participating in a Council meeting via telephone or similar electronic media may only be counted as attendance for one of the four Council meetings conducted each year. A Council member whose position is automatically vacated may request reinstatement by written petition to, and approval by, the Executive Committee.

Section 5. The Council shall adopt annually a budget. The expenditure of any money not authorized in such budget shall require express Council approval. The Council shall not authorize commitments, contracts or expenditures which entail the payment during a fiscal year of more money than the funds available from the revenues of the Section reasonably projected for such fiscal year without the approval of the Board of Governors, except that it may authorize the expenditure, in addition to current revenues, of such amount of all of any surplus or previously accumulated reserve funds of the Section as it shall deem advisable.

Section 6. The Council may authorize the Chair to appoint committees of Section members to perform such duties and exercise such powers as the Council may direct, subject to these Bylaws and the Constitution and Bylaws of the American Bar Association.

Section 7. The Council, during the interim between annual business meetings of the Section, may fill vacancies in its own membership, including all officers.

Section 8. The Council shall hold four regular meetings each year: one meeting shall be held in the fall; one meeting shall be held at or about the time of each Midyear Meeting of the Association; one meeting shall be held in the spring; and one meeting shall be held at the time of each Annual Meeting of the Association. The Council may meet in executive session at any time and place on the call of the Chair or any three members of the Council.

Section 9. All action of the Council shall be by a majority vote of the Council present or voting. Members of the Council, if personally present at a meeting, shall vote in person, but if absent, may communicate their votes to the Secretary prior to the close of the meeting of the Council at which the votes are counted. Such votes, if later confirmed in writing, shall have the same effect as if cast in person at the meeting.

Section 10. The Chair of the Section may, and upon the request of any member of the Council shall, submit or cause to be submitted orally or in writing, to the Council, any proposition upon which the Council may be authorized to act. The members of the Council may vote upon such proposition by communicating their vote, orally, if present, or in writing over their respective signatures, to the Secretary, who shall record in the minutes each submitted proposition and the vote of the Council thereon. A majority vote of the Council, so recorded, shall constitute binding action of the Council on the submitted matter.

Non-budgeted expenditures not more than $1,000 may be incurred with approval by the Budget Officer and non-budgeted expenditures not more than $5,000 may be incurred with approval by the Budget Officer and the Section Chair, however, the total of such expenditures may not exceed $10,000 in any fiscal year. Non-budgeted expenditures not more than $10,000 may be incurred with approval of the Executive Committee after consultation with the Budget Officer, however, the total of such expenditures may not exceed $20,000 in any fiscal year. Commitments involving more than $10,000 individually or in the aggregate exceed $20,000 in any fiscal year shall be submitted to the Council in accordance with the preceding paragraph.

Section 11. At appropriate times, as determined in accordance with the Constitution and Bylaws of the Association, the Council shall elect a nominee for Section member-at-large of the Board of Governors of the Association. The election of the nominee shall be made by the Council from those Section members eligible for election to the Board of Governors under the requirements of the Constitution of the Association. On behalf of the Council, the Chair shall submit the nomination to the Association.

Section 12. The Chair may, upon a majority vote of Council, appoint one or more ex-officio members of Council from the leadership of environmental, energy and resources sections of foreign bar associations, including but not limited, to the National Environmental, Energy and Resources Law Section (NEERLS) of the Canadian Bar Association. Such ex-officio members or designees may participate in Section Council meetings and calls but shall not have the right to vote or hold any other Section office. The term of any such ex-officio Council member shall be for a period of one year. Any individual appointed to such ex-officio position may be re-appointed for up to two additional consecutive terms.

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ARTICLE VI

Meetings of the Section

Section 1. The annual business meeting of the Section shall be held at or about the time of the Annual Meeting of the American Bar Association, in the same city or place selected by the American Bar Association, with such program and order of business as may be arranged by the Council.

Section 2. Special meetings of the Section may be called by the Chair upon approval of the Council, at such times and places as the Council may determine.

Section 3. The members of the Section present at any meeting shall constitute a quorum for the transaction of business.

Section 4. All binding action of the Section shall be by a majority vote of the membership present.

Section 5. The Section’s Executive Committee and Council have authority to act for the Section as to all matters whatsoever which require action during the intervals between the annual business meetings of the Section.

Section 6. The Council may direct that a matter be submitted to the membership of the Section for vote. In such event, binding action of the Section shall be by a majority of the votes received in accordance with rules fixed by the Council.

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ARTICLE VII

Elections

Section 1. The immediate past chair shall appoint and chair a nominating committee composed of five members of the Section who are not candidates for office. The Nominating Committee shall include the Section Vice Chair, two past section chairs, and one section member who is not currently an officer or council member. The Section Chair and Chair-Elect will serve as ex-officio non-voting members of the Nominating Committee. Not later than the Spring Meeting of the Section’s Council, the Nominating Committee shall report for Council review and approval its nominations for the offices of:

  • Vice Chair
  • Secretary
  • Budget Officer
  • Education Officer
  • Membership and Diversity Officer
  • Publications Officer
  • Section Delegates: two (each to serve three years)
  • Council: fourteen total (each year: four general positions to serve three-years, and one position to serve two-years)

In addition, the Nominating Committee shall make such further nominations as may be necessary to fill vacancies that will exist at or before the annual business meeting of the Section. The Nominating Committee shall then submit its nominations which have been approved by the Council to the annual business meeting of the Section for approval by the membership. Other nominations for the offices to be filled may be made from the floor.

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ARTICLE VIII

Miscellaneous Provisions

Section 1. The membership year and fiscal year of the Section shall be the same as that of the American Bar Association.

Section 2. All bills incurred by the Section, before being forwarded to the Treasurer of the American Bar Association for payment, shall be approved by the Chair or the Secretary or, if the Council shall so direct, by both of them.

Section 3. No salary or compensation shall be paid to any officer, member of the Council, or member of a committee.

Section 4. Any action by this Section must be approved by the American Bar Association before the same becomes effective as the action of the American Bar Association. Any resolution adopted or action taken by this Section may on request of the Section be reported by the Chair of the Section to the Annual or Midyear meeting of the American Bar Association House of Delegates or any meeting of the American Bar Association Board of Governors for action thereon as necessary or appropriate.

Section 5. These Bylaws shall become effective upon the approval thereof by the House of Delegates upon recommendation of the Board of Governors of the American Bar Association and by the approval of this Section.

Section 6. All publications for the Section and the Council or any committee of the Section shall be done under the supervision of the Section’s Director at the headquarters office of the American Bar Association.

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ARTICLE IX

Amendments

Section 1. These Bylaws may be amended at any annual business meeting of the Section by majority vote of those Section members present and voting, provided such proposed amendment shall first have been approved by a majority of the Council, and provided, further, that no amendment so adopted shall become effective unless approved in accordance with the Constitutions and Bylaws of the Association.

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ARTICLE X

Participation of Minorities and Women

Section 1. The Section strongly supports the goals of the American Bar Association to promote diversity among its membership.

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