The By-laws of NJAJ

Article I
Name

The name of this Association shall be New Jersey Association for Justice, (NJAJ), a non-profit legal association, incorporated under the laws of the State of New Jersey.

Article II
Statement of Mission and Values

Our oath to the people of New Jersey shall be: to uphold and defend the Constitution of the United States of America and the Constitution of the State of New Jersey; to educate, train and energize lawyers in all fields of advocacy who speak for the rights of the injured, for the rights of those damaged in person or property, for the rights of the neglected, for the rights of the victims of discrimination and for those whose civil rights have been trampled upon, for those who seek to prove their innocence, for the marginalized; to advocate tirelessly for the fair administration of justice and for the constitutional right to a trial by jury; and to promote the administration of equal justice for all, for the public good.

Our vow to the bench and bar shall be: to encourage respect, dignity, candor and courtesy between attorneys and to hold members of the bench in high esteem; to zealously and honorably advocate for the rights of those for whom we speak; and to exhibit fidelity to the administration of the law with fairness, compassion, understanding and truth.

Our pledge to our members shall be: to train, educate and guide our ranks to the greatest expressions of the art and science of jurisprudence; to nurture and encourage future leaders of our fellowship and of the bar; to welcome and encourage respect for, and between, all who seek to advance the rights of the people, regardless of gender, age, military status or service, family status, gender identity or expression, sexual orientation, race, ethnicity, national origin, nationality, ancestry, religion or creed, mental or physical challenges, cellular or genetic trait; and to uphold the honor and dignity of the profession of law and the privilege to practice it.

 Article III
Membership

Section 1. There shall be the following classes of membership, and the mention of gender anywhere in these By-Laws connotes male or female:

a) Regular Members Any person who is licensed to practice in New Jersey; is of good moral character; is engaged in any field or phase of advocacy; follows the rules of professional conduct of New Jersey; and who is committed and devoted to the concept of a fair trial, the adversary system, and a just result for the injured, the accused, and those whose rights are jeopardized, shall be eligible for regular membership, and shall continue to be a regular member in good standing upon the payment of his periodic dues, and the continued adherence to the objectives of the Association and to the qualifications for membership, and who shall in writing subscribe to those objectives. Provided, however, that no person shall be eligible for or continue his Regular Membership in this Association who, for the most part, represents the defense of personal injury litigation.

b) Sustaining Members Regular Members paying Sustaining Members dues, over and above Regular State Member dues, as voted by the Board of Governors.

c) Contributory Members Members paying Contributory Member dues, over and above Regular State Member dues, as voted by the Board of Governors.

d) Student Members A law student engaged in a course of study at a recognized law school in the State of New Jersey, or outside of the State of New Jersey if the student is a resident of the State of New Jersey, shall be eligible for Student Membership, if he is of good moral character. He shall remain a Student member in good standing as long as he continues the study of law at a law school, pays his periodic dues as set by the Board of Governors and continues to adhere to the objectives of the Association and to the qualifications for student membership.

e) Graduate Law Members Residents of the State of New Jersey of good moral character who have graduated from a recognized law school, but have not yet been admitted to the practice of law in any state.

f) Firm Membership All members of any one law firm shall be eligible for Firm Membership, dues for which shall be set by the Board of Governors, providing each meets the requirements of Section 1(a) of this Article.

g) Associate Membership All attorneys not licensed to practice in the State of New Jersey, but who are licensed to practice law in another jurisdiction and who satisfy all other requirements of Section 1(a) of this Article.

h) Public Service or Military Attorney All attorneys practicing exclusively as employees of any public entity within the State of New Jersey or of the Federal Government including the military services thereof and who satisfy all other requirements of Section 1(a) of this Article.

i) Law School Professor All attorneys teaching at any accredited law school and who satisfy all other requirements of Section 1(a) of this Article.

j) Allied Members All investigators whether licensed or unlicensed, all paralegals whether certified or uncertified, all legal secretaries, law office managers, legal typists or other law office employees who are allied or associated with a Regular Member of this Association as defined in Section 1(a) of this Article, or a firm as defined by Section 1(f) of this Article and who are sponsored by an individual member of this association shall be eligible for Allied Membership if he is of good moral character. He shall remain an Allied Member in good standing as long as he continues to assist or associate with a regular member of this Association, pays his periodic dues as set by the Board of Governors and continues to adhere to the objectives of this Association and to the qualifications for Allied Membership. Sponsorship shall be the continual responsibility of the individual Regular Member, and such sponsoring member shall be ultimately responsible for the good standing of his sponsored Allied, including but not limited to the payment of membership dues. Allied memberships shall be a class of non-voting members.

k) Adjunct Member Any person who is licensed to practice law in New Jersey, is of good moral character, is engaged in any field or phase of advocacy, and who is committed and devoted to the concept of a fair trial, the adversary system, and a just result for the injured, the accused, and those whose rights are jeopardized, and who for the most part represents the defense of personal injury litigation shall be eligible for Adjunct Membership in this Association. Such Adjunct Members shall be non-voting members of this association and shall not be eligible for any elected or appointed office. Such Adjunct Members shall be otherwise entitled to all the rights and privileges of membership in this association with the specific exception that, from time to time, as information and resources are made available which in the opinion of the Board of Governors would prejudice the interests of injured litigants and those whose rights are jeopardized if such information and resources were used by the defense in a personal injury litigation or the prosecution in a criminal case, then such information and resources will be restricted and made inaccessible for the information and use of such Adjunct Members.

l) Honorary Fellowship Any person who is of good moral character; is engaged in any field or phase of advocacy; and who is committed and devoted to the concept of a fair trial, the adversary system and a just result for the injured, the accused, and those whose rights are jeopardized, and who for whatever reason is ineligible for Regular Membership shall be eligible for Honorary Fellowship. Such Honorary Fellowship shall be for the specific purpose of honoring retired or semi-retired practitioners, persons who are no longer actively engaged in the field of advocacy but who nevertheless distinguish themselves in the adversary system and in the enhancement of the goals to which this association is dedicated. Such Honorary Fellows shall be non-voting members of this association and shall not be eligible for any elected or appointed office.

Section 2. The Board of Governors may create classes of non-voting membership and shall establish procedures for the application and admittance to all classes of membership.

Section 3. Termination of Membership
Membership may be terminated in the following manner:

a) Resignation A member may resign by submitting a written resignation to the President. Such resignation shall become effective on the date submitted.

b) Disbarment A member who is disbarred shall automatically be removed from membership.

c) Suspension from Practice A person suspended from practice shall be suspended from membership for as long as his period of suspension from practice continues and shall be returned to membership subject to the approval of the Board of Governors upon the termination of his suspension.

d) Expulsion, Suspension and Censure A member may be expelled, suspended or censured for unethical conduct or for misconduct which brings discredit to himself, the Association or the profession. This power shall rest exclusively in the Board of Governors, which may authorize the President to appoint a committee of three to hear complaints or grievances against a member. A member shall receive thirty (30) days notice in writing of any complaint made against him. The notice shall specify the charges against the member and shall advise the member of the time and place of the hearing, which shall be held either before the Board of Governors or a committee appointed in accordance with his section. The member may appear, be represented by counsel and present evidence on his behalf. If the hearing is held before a committee, the committee shall report its findings in writing to the Board of Governors, which shall then decide whether or not to expel, suspend or censure the member. Expulsion, suspension or censure of a member shall require a two-thirds (2/3) vote of the Board of Governors present and voting.

e) Non-payment of Dues Any member not paying the dues required by the By-Laws of the Association for a period of 180 days shall be automatically terminated as a member of the Association. Such a member may re-join the Association without payment of dues in arrears, but during the period of arrearage, shall not be entitled to any benefits or privileges of membership.

Article IV
Officers

Section 1. The officers shall be the President, President-Elect, 1st Vice President, 2nd Vice President and Diversity Officer, 3rd Vice President, Treasurer, Secretary, Assistant Secretary, Parliamentarian, and the State Delegates.

Section 2. The President shall be the Chief Executive Officer of the Association. He shall preside at all meetings of the Association and Board of Governors. He shall direct the affairs of the Association with the advice and consent of the Board of Governors. Unless otherwise provided for in these By-Laws, he shall appoint all committees, and shall appoint and announce the chairs of all committees upon the day he/she takes office. In the event of incapacity or inability to fulfill the duties of his office and upon certification of such fact by two-thirds (2/3) of the Board of Governors, the remainder of his term shall be filled in the following order of succession: President-Elect, 1st Vice President, 2nd Vice President and Diversity Officer, 3rd Vice President, Treasurer, Secretary, Assistant Secretary, and Parliamentarian.

Section 3. The President-Elect shall perform such duties as are delegated to him by the President and shall succeed to the office of the President in the event of death or resignation of the President. He shall preside at meetings in the event of the temporary absence of the President. He shall automatically succeed to the office of the President at the end of the President's term and shall hold such office for the term prescribed in Section 8 of this Article.

Section 4. The Vice Presidents shall perform such duties as are delegated to them by the President. The 1st Vice President shall succeed to the office of President in the event of the death or resignation of both the President and the President-Elect. The 1st Vice President shall preside at meetings in the event of the temporary absence of both the President and President-Elect. The 2nd Vice President and Diversity Officer shall succeed to the office of President in the event of the death or resignation of the President, President-Elect, and 1st Vice President, and shall preside at meetings in the event of the temporary absence of the President, President-Elect and 1st Vice President. In addition, the 2nd Vice President and Diversity Officer shall oversee the NJAJ strategic plan to achieve Diversity, Equity and Inclusion goals, including implementation across all sectors and shall compile, track, review and report metrics on these goals to the Executive Committee and Board of Governors. The 3rd Vice President shall preside at meetings in the event of the temporary absence of the President, President-Elect, 1st Vice President, and 2nd Vice President and Diversity Officer.

Section 5. The Treasurer shall be the official custodian of the funds of the Association. He shall direct the collection of all dues and monies of the Association, and shall direct the keeping of accurate books of account. He shall cause audits to be made periodically as ordered by the Board of Governors and shall submit financial reports to the Board of Governors at its regular meetings and to the membership at the annual meeting. He shall receive, disburse and invest the funds of the Association in the manner directed by the Board of Governors.

Section 6. The Secretary shall keep the minutes of all meetings of the Association, the Board of Governors, and the Executive Committee, and he shall be the official custodian of all the records of the Association. The Assistant Secretary shall assist the Secretary in the performance of the duties of the Secretary and shall, in the absence of the Secretary, keep the minutes of all meetings of the Association, the Board of Governors and the Executive Committee.

Section 7. The Parliamentarian shall advise the presiding officer on questions of parliamentary procedure in accordance with Robert's Rules of Order. He shall perform such other duties as directed by the President. He shall advise the President, the Board of Governors and the Association on constitutional questions.

Section 8. The terms of office of all officers shall be one (1) year which shall begin at the installation in June of each year.

Section 9. Any State or National officer may be subject to expulsion from office, suspension or censure for failing to meet the obligations and duties of his office. This power shall rest exclusively with the Board of Governors, who may vote such action by two-thirds (2/3) of the members present and voting at any Board meeting.

Article V
National Representatives

Section 1. The National Representatives of NJAJ shall be members of the National Board of Governors and State Delegates as elected by NJAJ. The New Lawyer National Representative will be appointed by the elected National Governors in accordance with AAJ’s bylaws.

Section 2. The number of Governors and State Delegates shall be governed by the rules set forth by the American Association for Justice, along with their terms of office.

Section 3. In the event of a vacancy in the post of Governor or State Delegate, the Board of Governors by a majority vote of those attending the meeting shall elect a replacement within thirty (30) days of the office becoming vacant.

Section 4. The duties of the Governors and State Delegates shall be those set forth by American Association for Justice.

Section 5. In the event of a vacancy in the office of President –Elect, 1st Vice President, 2nd Vice President and Diversity Officer, 3rd Vice President, Treasurer, Secretary, Assistant Secretary, or Parliamentarian, between annual conventions of the Association, the Board of Governors shall fill such vacancy with any regular member of the Association in good standing by a majority vote at a regular or special meeting of the Board of Governors. Such person so elected shall serve until the Installation in June.

Article VI
Board of Governors

Section 1. The Board of Governors shall be the managing body of the Association and shall direct its affairs.

Section 2.The Board of Governors shall consist of the President, President-Elect, 1st, 2nd and 3rd Vice Presidents, Treasurer, Secretary, Assistant Secretary, Parliamentarian, National Governors, State Delegates, three Immediate Past Presidents, and persons appointed by the President under Section 3 hereunder.

Section 3. The President, upon the day he/she takes office, shall appoint from the general membership members of the Board of Governors, not to exceed 105 in number. Of these, each New Jersey county shall be represented by at least two board members.

Section 4. Except as specifically limited by these By-Laws, the Board of Governors shall have full power and authority in intervals between the annual convention to do all acts and perform all functions which the Association itself duly convened at the annual convention may do or perform.

Section 5. In the event of a vacancy in the office of Secretary, Assistant Secretary, Treasurer, or Parliamentarian, between annual conventions of the Association, the Board of Governors shall fill such vacancy with any regular member of the Association in good standing by a majority vote at a regular or special meeting of the Board of Governors. Such person so elected shall serve until the Installation in June.

Section 6. Meetings of the Board of Governors shall be held upon the order of the President, or upon written request of any twelve (12) members of the Board of Governors. In any event, meetings of the Board of Governors shall be held quarterly. A quorum shall consist of twelve (12) members of the Board of Governors.

Section 7. All past presidents of this Association who are not members of the Board of Governors pursuant to Section 2 of this Article shall be invited to all meetings of the Board of Governors and shall be non-voting members thereof. Their presence shall not be considered in determining a quorum.

Article VII
Executive Committee

Section 1. There shall be an Executive Committee of the Board of Governors which shall consist of the President, President-Elect, 1st Vice President, 2nd Vice President and Diversity Officer, 3rd Vice President, Treasurer, Secretary, Assistant Secretary, Parliamentarian, elected National Governors, State Delegates, the Immediate Past President and an additional number of members-at-large not to exceed three (3) appointed by the President.

Section 2. Between meetings of the Board of Governors, the Executive Committee shall be empowered to do all acts and perform all functions which the Board of Governors may itself perform when such acts or functions are necessary for the operation and management of the Association.

a) The Executive Committee shall not countermand actions taken by the Board of Governors, and will be bound by specific instructions given to it by the Board of Governors.

b) Five (5) members of the Executive Committee shall constitute a quorum and actions shall be decided by a majority vote. The President may request a telephone or mail vote of the Executive Committee in which event action shall require the affirmative vote of five (5) members. Of the five (5) members, one must be the President or President-Elect and of the remaining four members, two of them must be Officers of the Association.

c) The Executive Committee shall keep minutes of its meetings and shall distribute them to the members of the Board of Governors, either orally or in writing.

Section 3. The Executive Committee shall elect a chairman from among its members.

Section 4. Meetings of the Executive Committee shall be called by the Chairman or President of the Association, or on written request of five (5) of its members. In any event meetings of the Executive Committee shall be held on at least a quarterly basis.

Section 5. The Executive Director shall sit as Secretary-Ex-Officio of the Executive Committee.

Section 6. Any member of the Executive Committee who fails to attend three (3) consecutive meetings without satisfactory explanation may be removed from the office, and from the Executive Committee, following fifteen (15) days written notice, and a hearing before the Board of Governors in attendance and voting at such hearing.

Article VIII
Committees

Section 1. The President may, within the limits of these By-Laws, create standing and non-standing committees, and name members thereof.

Section 2. The President may, within the limits of these By-Laws, abolish standing committees, with the approval of a majority of the Board of Governors attending any Board meeting.

Section 3. The President may, within the limits of these By-Laws, remove members from any committee, and appoint others, at his discretion.

Section 4. All non-standing committees, and members of standing and non-standing committees, exist and serve for the term of office of the President creating the committees.

Section 5. The following shall constitute the Standing Committees of this Association:

a) Seminars, Books and Publications

b) Legislation

c) Public Relations

d) Membership including Student Chapters

e) Judiciary

f) Briefs and Experts

g) Budget, Audit and Finance

h) Headquarters

i) Long Range Planning

j) Diversity, Equity and Inclusion

Section 6. The Standing Committees will be under the supervision of the following elected officers, to whom chairmen of these committees shall report:

President - Legislation, Judiciary, Long Range Planning, and Headquarters
President-Elect - Membership, Student Chapters, and Public Relations
Vice Presidents - Seminars, Books and Publications, and Briefs and Experts
Treasurer - Budget, Audit and Finance

Section 7. Appointments to all committees, standing and non-standing, shall be made by the President within the limits of these By-Laws. However, the following shall be mandatory committee appointments:

a) Budget Committee: Membership Chairman

b) Headquarters Committee: President-Elect, Treasurer, One Governor who is also a member of the Executive Committee.

c) c)    Long Range Planning Committee:  The three (3) Immediate Past Presidents, Current President-Elect, Current First Vice President, Current Second Vice President and Diversity Officer.

d) Seminars, Books & Publications Committee: This committee shall consist of nine (9) members. All members shall be appointed each year by the incoming president and each member shall serve a term of one (1) year. The chairperson of Trial Academy shall serve as an ad hoc member of this committee.

e) Diversity, Equity and Inclusion Committee: The 2nd Vice President and Diversity Officer and 3rd Vice President shall be Committee members.

Section 8. The Committees will function in the following areas:

a) Seminars, Books and Publications: Planning and coordinating programs for meetings and conventions. Planning and coordinating educational seminars, and supervising publication of educational material. Plan, create, update, supplement and improve all books, monographs, bibliographies, audiocassettes, video-cassettes, and such educational materials as from time to time are disseminated to the members of this Association.

b) Legislation: Review of state and national legislation recommending action on same to be taken by the Association.

c) Public Relations: Releases to the media and general Association publication.

d) Membership: Membership drives, including statewide task forces, recruiting and servicing Student Chapters, establishing student Chapters at state law schools.

e) Judiciary: Services to State Judiciary, liaison between State Judiciary and the Association.

f) Briefs and experts: Compilation of Brief Bank and Expert Witness File.

g) Budget, Audit and Finance: Preparation of annual Association budget, overseeing Association financial records and bookkeeping.

h) Headquarters: Supervise operations and expenses for association headquarters, personnel and property.

i) Long Range Planning: Planning of future projects for the good of the organization and its members.

Section 9. Each committee will meet no less than once per association fiscal year.

 Article IX
Meetings and Conventions

Section 1. The term Convention in these By-Laws signifies the general membership meeting at which annual election of officers is held.

Section 2. The annual convention shall be held during the Boardwalk Seminar.

Section 3. Other general membership meetings shall be held at the discretion of the Board of Governors.

Section 4. General membership meetings shall be called by the President of this Association, or upon written request of two-thirds (2/3) of the active, regular, paid membership of this Association.

Section 5. Notification of the annual convention must be made to all members sixty (60) days in advance of the meeting.

Section 6. Twenty-five (25) regular members shall constitute a quorum at any general membership meeting or annual convention.

Article X
Elections and Voting

Section 1. The officers and national representatives shall be elected at the annual convention. The New Lawyer National Representative will be appointed by the elected National Governors in accordance with AAJ’s bylaws.

Section 2. Election of officers and national representatives shall be by a majority of those members eligible and attending the annual convention, and shall be held according to Robert's Rules of Order. In the case of no majority vote for any candidate for a specific office, a runoff shall be held between the two candidates receiving the most votes.

Section 3. An eligible voting member is one whose dues are paid in full for the fiscal year in which the election is being held, and who has retained the qualifications set forth in Article III, Section 1(a) of these By-Laws, in accordance with the Election Procedures set forth in this Association's By-Laws.

Section 4. A majority vote for election is one (1) vote over half of the eligible voting members attending an annual convention.

Section 5. Voting at any convention may be by ballot or show of hands at the discretion of a majority of the eligible members attending the annual convention.

Section 6. Nominations.

a) The President shall appoint an Election and Nominating committee at least ninety (90) days prior to the annual convention and shall notify the general membership of his appointments within sixty (60) days of the election.

b) The Election and Nominating Committee shall:

(1) Promulgate fair rules of conducting the elections, which rules are subject to the approval of the Board of Governors.

(2) Select a slate of officers and national representatives to be submitted for election at the annual convention.

(3) Consider any nominations made to them orally or in writing, and submitted no later than ten (10) days before the election.

(4) Process for election any member's nomination petition signed by twenty-five (25) members in good standing as set forth in Article III, Section 1(a) of these By-Laws, in accordance with the Election Procedures set forth in this Association's By-Laws.

(5) Submit their nominations to the general membership thirty (30) days prior to the election.

Section 7. Nominations for any office may be submitted to any member of the Election and Nominating Committee up to ten (10) days before the election.

Section 8. Nominations from the floor during the annual convention will be allowed only on approval of the Chairman of the Election and Nominating Committee, and only in the face of extenuating circumstances.

Section 9. Only members of the Association in good standing for at least sixty (60) days prior to an election are eligible to nominate or second nominations for candidates in that election.

Section 10. Elections shall be held in the following order:

1) President Elect

2) First Vice-President

3) Second Vice-President and Diversity Office

4) Third Vice-President

5) Treasurer

6) Secretary

7) Assistant Secretary

8) Parliamentarian

9) National Governors

10) State Delegates.

Section 11. No more than one (1) member of a firm may hold elective office in any given year, however, one (1) member of a firm can hold elected office, and another be a national representative.

Article XI
Dues and Assessments

Section 1. Dues for members of the Association shall be set by the Board of Governors for the following membership categories:

a) Regular Membership, according to the number of years of practice

b) Sustaining Membership

c) Contributory Membership

d) Student Membership

e) Graduate Law Student Membership

f) Firm Membership

g) Associate Membership

h) Public Service or Military Attorney membership

i) Law School Professor Membership

j) Allied Membership

k) Adjunct Membership

Section 2. The Board of Governors by majority vote of those attending any business meetings may change, alter, increase or decrease the dues structure and amounts due to this Association.

Section 3. Dues shall be payable annually at the first of each Association fiscal year.

Section 4. The amount of dues payable by any Member may be pro-rated at the discretion of the Association treasurer, with the approval of the Board of Governors.

Section 5. To be re-instated as an eligible voting member of this Association as outlined in Article X, Section 3, a member delinquent in his dues must pay current dues.

Section 6. In the event this Association is ever dissolved, all funds in its treasury, after all bills are paid, shall go to the Roscoe Pound-American Trial Lawyers Foundation, regardless of the derivation of these funds, dues, seminars or publication income, and interest from savings, et al.

Section 7. The Board of Governors at its discretion may create an assessment on each Association membership category to raise emergency funds.

Section 8. The Board of Governors may, at its discretion, create special trust funds, using Association funds, and also appeal to members to finance some by individual contributions.

Article XII
Chief Paid Executive Officer

Section 1. The Chief paid Executive Officer of this Association shall be called the Executive Director. He shall be the Chief Administrative Officer of this Association.

Section 2. The Executive Director shall be hired and his salary set as follows.

a)       The Executive Director shall be hired by a majority recommendation of the Executive Committee and approval by a majority vote of the Board of Governors.

Section 3. The Executive Director shall be terminated by a majority vote of the Executive Committee, and approval of a majority of the Board of Governors, following fifteen (15) days written notice.

Section 4.

The Executive Director shall:

a) Direct and run the Association offices.

b) Keep Association financial and membership records.

c) Hire and terminate office staff as necessary, with the approval of the Headquarters Committee.

d) Submit financial, membership and other reports as directed by the officers and/or Board of Governors.

e) File necessary reports with Federal, State and local offices as required by law, or directed by the officers and/or Board of Governors.

Section 5. A majority under this Article is one (1) vote over half of the eligible voting members.

Section 6. The Executive Director shall keep the following financial records:

1) Check books and savings accounts from banks.

2) Books of entry for expenses and receipts, detailing source.

3) Cash balance ledgers for all bank accounts.

Section 7. It is the responsibility of the Treasurer and Budget, Audit and Finance Committee to be sure all Association records satisfy the requirements of all State and Federal agencies, and the Association's insurance carriers.

Article XIII
Financial Records and Reporting

Section 1.A proposed balanced budget for consideration by the Executive Committee shall be prepared for the Committee's first meeting following the annual convention.

Section 2.The Executive Director, as Chief Administrative Officer of the Association shall, at the office of the Association, keep financial records, all bank accounts, and other financial data necessary to operate the Association in accordance with the Association's By-Laws and the requirements of State and Federal governments.

Section 3.The Executive Director will report in writing to the Treasurer each week on the financial status of the Association.

Section 4.The Executive Director will prepare all financial reports to the Executive Committee and Board of Governors. Such reports will at least be comprised of a trial balance of all accounts from beginning of the fiscal year to the time of the report.

Section 5.The Executive Director will balance all books to the Association's various bank accounts and certificates of deposit, and report on same to the Treasurer.

Article XIV
Amendment

Section 1.These By-Laws may be amended at a meeting called in accordance with Article IX, Section 4 (see article X, Section 3 of these By-Laws) by two-thirds (2/3) vote of the qualified eligible members present and voting.

Section 2.Proposed amendments must be circulated to the entire membership not less than 30 days prior to the meeting.

Article XV
Indemnification

To the full extent authorized by law, the Association may indemnify any person made or threatened to be made a party in any civil action or proceeding by reason of the fact that such person, his testator or intestate, is or was a member of the Executive Committee or officer of the Association or any subsidiary thereof or is or was serving at the request of the Association as member of the Executive Committee, director or officer of another corporation, partnership, joint venture, trust or other entity. The association may, in the discretion of the Executive Committee, indemnify members and Association employees to the full extent authorized by law.

Amended April 2022