“Administrative Bylaws” means the bylaws of the respective Sections and/or CYLA (where applicable).
“Advisors” mean the non-voting advisors of the Executive Committees of the respective Sections and/or CYLA (where applicable).
“Advisory Committees” mean such Advisory Committees to the Board as the Board may establish pursuant to Article V, Section 2 of the Bylaws.
“Annual Meeting” means the Annual Board Meeting provided for by Article IV, Section 8 of the Bylaws.
“Association” means The California Lawyers Association.
“Association Committee Year” means the year beginning at noon on the second day after the adjournment of the Annual Meeting and ending at noon on the second day after adjournment of the next year’s Annual Meeting.
“Board” means the Board of Representatives of the Association provided for by Article IV of the Bylaws.
“Board Committees” mean such Board Committees as the Board may establish pursuant to Article V, Section 1 of the Bylaws.
“Board Representatives” mean the Representatives of the Sections who collectively comprise the Board of Representatives provided for by Article IV of the Bylaws.
“Bylaws” mean the Bylaws of the Association.
“Chair” means the Chair of the respective Sections and/or CYLA (where applicable).
“CYLA” means the California Young Lawyers Association.
“Executive Committee” means an Executive Committee of a Section as provided for by Article VII, Section 5 and/or the Executive Committee of the CYLA (where applicable).
“Executive Director” means the Executive Director of the Association specified by Article VI, Section 14 of the Bylaws.
“Nominator” means the Nominator specified by Article III, Section 1 of the Bylaws.
“Officers” mean the Chairs or Co-Chairs of each Section, such other Section Officers as each Section may elect or appoint (for example Vice Chairs, Secretary and Treasurer), the Chair of CYLA, and such other CYLA officers as the CYLA may elect or appoint, all as provided by Article VII, Section 5 of the Bylaws.
“Public Member” shall have the same meaning as set out in Section 6.01 of this document.
“Sections” mean such Sections as are established pursuant to Article VII, Section 1 of the Bylaws, but does not include CYLA. “State Bar” means the State Bar of California.
2. General Policy
It is the policy of the Association to encourage the opportunity of all its members to participate in activities of the Sections and CYLA, and to achieve a diversified membership and diversified leadership. In order to further encourage all members in such participation, the Board adopts the following procedures, applicable generally whenever there are vacant positions to be filled by the Board or Executive Committee.
2.2 Achieving a Diversified Membership and Diversified Leadership
Diversity includes geography, type of practice, size of practice, race, color, religion, national origin, ancestry, physical disability, mental disability, gender, gender identity, gender expression, age, sexual orientation and length of time in practice.
2.3 Participation of Diverse Members
The Association values diversity and broad-based representation in its appointments.
The recruitment and selection of applicants with diverse backgrounds, experiences, outlooks, ideas and geographical diversity brings qualities essential to the legal profession and to the services the Association provides to its diverse members and to the public.
The Board is committed to the active solicitation and encouragement of members with a broad array of backgrounds and life experiences, including members with skills or attributes that are underrepresented in the legal profession, to submit applications for appointments to all Association sponsored entities.
The Association provides equal access to all applicants and complies with all applicable anti-discrimination laws in its appointment process.
3. Authority and Confidentiality
Authority – The Sections and CYLA have primary authority and responsibility to select applicants for appointment to their respective Executive Committees. Each Section and CYLA shall transmit the names of its nominees for its Executive Committee to the Executive Director.
The Board has the authority to select applicants for appointment to such other committees (other than the Sections and the CYLA) that it may establish.
Sections – Under Article VII, Section 5 of the Bylaws, the Board has the right to vet Sections’ nominations for the Sections’ Executive Committees and may within thirty (30) days after such nomination is transmitted to the Executive Director, upon a two-thirds (2/3) vote of the Board Representatives then in office, reject a candidate for appointment.
CYLA – Under Article VII, Section 2 of the Bylaws, the Board has the right to vet applicants for the CYLA’s Executive Committee and may, upon a majority vote, approve or reject a candidate for appointment.
Confidentiality – Applications for appointment to any entity to which the Board or Executive Committees appoint are treated as confidential. This includes any material submitted with the application such as appointment recommendations. In addition, the fact someone has applied for appointment is treated as confidential.
Distributions – Information concerning applications for appointment is released to those persons involved in the appointment process, including Board Representatives, Officers, Executive Committees, Advisors and any other committees of the Association that review, report on, and make recommendations and all staff necessary to assist in the appointment process.
Applications and Letters of Recommendation – Applicants are to file the current application form. Applicants who previously applied must submit a new application form. All applications and letters of recommendation must be submitted to the Executive Director or such staff member as the Executive Director may designate.
4. Criteria For Appointment
Each Section and the CYLA shall include in its Administrative Bylaws effective provisions for a reasonable process by which members of the Section and CYLA may nominate candidates for its respective Executive Committee and Board Representative. While not required, it is recommended that the Administrative Bylaws include factors to be considered in selecting nominees for the Executive Committee, Board Representative, such as the following. It is also recommended that the Board consider the following factors when appointing members to Board Committees and Advisory Committees:
(1) Consider the general and specific purposes of the Association, Section or CYLA and other relevant factors relating to the duties and functions of the Board, Executive Committee, Board Committees and Advisory Committees including, but not limited to, the number of meetings budgeted or anticipated, the estimated volunteer time, the difficulty of tasks, and projected work product deadlines.
(2) Identify particular legal, organizational or cultural expertise that may be appropriate for meaningful contribution to the Association’s, Section’s or CYLA’s purposes, and the duties and functions of the Board, Executive Committee, Board Committees and Advisory Committees.
(3) Identify factors which encourage breadth and depth of perspectives including, but not limited to, the following:
- length of time in the practice of law or, if appointment is of a person who not a lawyer, the length of time in a given profession or vocation;
- accomplishments of note;
- proven commitment to volunteer work or strong indication of capacity and desire for making the expected time commitment
- personal recommendations for the appointment;
- educational background;
- geographic location of residence and work;
- size of law firm or of practice;
- types of employment and types of specific interests represented by law practice or employment (e.g., in-house counsel, public, private, etc.; personal injury, litigation, and plaintiff or defense);
- gender, age, race, color, national origin, ancestry, religion, physical disability, mental disability, gender identity, gender expression, and sexual orientation contributing to diversity and broad representation;
- prior experience in national, state or local bar association work, or similar experience if a non-lawyer appointment;
- prior experience in the subject area of the entity; and
- prior contributions to the Association’s, Section’s or CYLA’s activities, publications and events.
5. Limitations and Restrictions
5.1 Factors Which Weigh AGAINST Appointment
While not required, it is recommended that the Board, Executive Committees and any other committees of the Association that review, report on, and make recommendations concerning appointments to consider whether there is any public information about discipline known to the State Bar about the applicant or a record of public discipline imposed which could weigh against appointment.
5.2 Disciplinary Probation
In no case shall a person who is subject to State Bar disciplinary probation be appointed to the Board of Representatives, a Board Committee or an Advisory Committee. It is a best practice that no person who is subject to State Bar disciplinary probation be appointed to an Executive Committee.
5.3 Committee Members Serving on More than One Section
It is a best practice that only in exceptional cases shall a person be appointed to the Executive Committee of more than one Section.
5.4 Employees of the Association
In order to minimize the potential for actual or perceived conflict and favoritism and to encourage maximum participation from the members of the Association, as a general rule, employees of the Association should not be appointed to the Board, Board Committees, or Advisory Committees, nor shall employees of the Association accept appointment to any Executive Committees; this policy is to be disregarded only in the most exceptional circumstances.
5.5 Ex Officio Members, Advisors, and Consultants
An Executive Committee may appoint Advisors who serve at the pleasure of the Executive Committee. An Advisor shall not have voting rights but shall be able to attend Executive Committee meetings of the relevant Sections or CYLA.
An Executive Committee may appoint members of the respective Section or CYLA to such committees as the Section or CYLA may establish from time to time.
5.6 Out-of-State Members, Guidelines for Appointment
An out-of-state member of the State Bar may be appointed by the Board to serve on Board Committees and Advisory Committees, subject to these guidelines:
(1) The potential appointee, considered in light of the relevant applicant pool shall fulfill the requirements and standards for appointment and be subject to the same appointment process and standards as resident members; however,
(2) The Board may for budgetary reasons establish policies or procedures that limit reimbursement of any additional costs that may be incurred by out-of-state members as a result of traveling from out-of-state.
6. Executive Committees
Only current members of the Section in good standing are eligible for appointment to that Section’s Executive Committee. Section membership is open to active and inactive members of the State Bar or judges of courts of record. The Section Administrative Bylaws may authorize enrollment of individuals who are neither members of the State Bar nor judges as Public Members. A Public Member has all the privileges of Section membership and may: (1) serve as an Officer, (2) serve as a member of a committee, or (3) nominate, select or serve as members of its Executive Committee. However, it is best practice that an Executive Committee not have more than one-fourth (1/4) of its members as Public Members.
6.2 Practice Areas
To the extent practical, each Executive Committee should be representative of the various fields covered by the Section. It is common practice that no more than one attorney from any firm shall serve on an Executive Committee at the same time, excepting attorneys working for governmental agencies if permitted under the Administrative Bylaws, and excepting situations where two Executive Committee members from the same firm serve on an Executive Committee as the result of a change in employment after appointment to the Executive Committee.
6.3 Numbers of Members
It is best practice that each Section and CYLA have an Executive Committee of at least nine (9) members. For the avoidance of doubt, Advisors do not count towards the number of Executive Committee members.
6.4 Appointment Procedure
Sections – Each Executive Committee must nominate candidates for Executive Committee members, Chair or Co‐Chairs and such other Officer positions as the respective Administrative Bylaws shall provide by transmitting the nominations to the Executive Director, who will distribute the nominations to the Board.
The Board may, by the date stated in Section 12, below, veto a Section’s nomination by a vote of two‐thirds (2/3) of the Board Representatives then in office. The appointment of any Executive Committee member or Officer shall be effective by the dated stated in Section 12, below, if the Board has not first rejected the nominee by a two‐thirds (2/3) vote of the Representatives then in office.
The Executive Director shall timely notify the Section’s Executive Committee of the Board’s rejection of a Section’s nomination for an Executive Committee member or Section Officer or of the expiration of time for the Board to reject such nominations.
In the event of such rejection, another nomination will be made under the Section’s Administrative Bylaws.
CYLA – CYLA Officer positions are filled under the CYLA’s Administrative Bylaws, subject to the approval or veto by the Board upon a majority vote. The Board shall appoint the applicant recommended by the CYLA Executive Committee unless a majority of the Board votes not to appoint the applicant.
Each Section and the CYLA must appoint one of its Officers (typically the Chair) to be the Nominator under the Bylaws. In the event a Section has Co-Chairs, only one (or another Officer) can be the Nominator.
Subject to the respective Administrative Bylaws, voting members of Section and CYLA Executive Committees who are eligible for reappointment do not submit a new application. Instead, the Executive Committee submits its nomination for the member’s reappointment to the Executive Director.
An Advisor who is wishes to be considered for an officer position, or wishes to be considered for appointment an Executive Committee member, must file a current application with the Executive Director.
8. Removal / Resignation
8.1 Removal of Committee Members
Members of Executive Committees may be removed by the Board upon a good faith finding by two-thirds (2/3) of the Board Representatives then in office that continued service by such individual in such position is not in the best interests of the Association and the furtherance of its purposes.
Members of Board Committees and Advisory Committees serve at the pleasure of the Board.
Executive Committee members and Officers may resign their position by submitting a letter of resignation to the Executive Director, with a copy to the Chair or Co-Chairs of the relevant Sections or CYLA.
Advisors may resign their position by submitting a letter of resignation to the Chair or Co-Chairs of the relevant Sections or CYLA.
9. Appointment Term
9.1 Term of Initial Executive Committee
Current Executive Committee members and Officers of the Sections and the CYLA whose terms under the auspices of the State Bar have not expired as of December 31, 2017 shall continue their current terms in office as Executive Committee members and Officers of the Sections and CYLA until those terms have ended.
Current Advisors whose terms under the auspices of the relevant Sections or CYLA have not expired as of December 31, 2017 shall continue their current terms in office as Advisors of the relevant Sections or CYLA until those terms have ended.
9.2 Appointment Terms
Each member is appointed for term of such length as the Administrative Bylaws of the respective Section or CYLA shall provide, to govern the Section and CYLA and to assist the Board as it directs. Members who have completed their service as an Executive Committee member and/or one or more Officer positions may be selected by their Section or CYLA to continue to serve their Section or CYLA as Advisors, subject to the Administrative Bylaws of the respective Section or CYLA.
9.3 Commencement of Appointment Terms
It is best practice that appointment terms for Executive Committee members and Officers shall commence at noon on the second day after the adjournment of the Annual Meeting and end on noon on the second day after the adjournment of the Annual Meeting in the year in which the Executive Committee member or Officer’s term expires.
10. Vacancies On Committees
10.1 Section’s Executive Committee
A Section’s Executive Committee shall fill vacancies in its Executive Committee members or Officers occurring during the Association Committee Year by transmitting its nomination to the Executive Director. Within thirty (30) days of transmission of the nomination, the Board may reject the appointment by a vote of two-thirds (2/3) of the Board Representatives then in office. The appointment of any Executive Committee member or Officer to fill a vacancy shall be effective the thirty-first (31 st ) day after the nomination is transmitted to the Executive Director if the Board has not first rejected the nominee by a two-thirds (2/3) vote of the Board Representatives then in office. Members who are selected to fill Executive Committee or Officer vacancies are appointed to serve for the remainder of the term of the vacant position. Service filling a vacancy of less than one and a half (1-1/2) years shall not count towards the term limits provided for by Section 9.02 of this document.
10.2 CYLA’s Executive Committee
CYLA’s Executive Committee shall fill vacancies in its Executive Committee or of an Officer position, occurring during the Association Committee Year, subject to consideration and vetting of the Board, which may accept or reject a nomination by CYLA’s Executive Committee by a majority vote.
10.3 Other Committees
Vacancies on Board Committees and Advisory Committees established by the Association shall be filled by the Board.
10.4 Applicant Pool
The applicant pool for any vacancy described in this Section shall consist of any of the following:
(1) Applicants for the current Association Committee Year on file with the Executive Director; or
(2) Newly recruited applicants.
11. External Entities
[Reserved for future use.]
12. Key Dates And Deadlines For Appointment Nominations
The following key dates and deadlines are recommended for appointments to Executive Committees who terms coincide with the Association Committee Year. The Executive Director has the authority to extend the appointment deadlines.
|March 1||Deadline to submit applications to Executive Director for appointment to Executive Committees and for Officer positions.|
|March 10||Deadline for Executive Director to distribute applications to the relevant Executive Committees.|
|May 30||Deadline to submit Executive Committee and Officer nominations to the Executive Director.|
|July 1||Deadline for Board to take action on nominations to Executive Committees and Officer positions. Notification letters shall be sent to new Executive Committee members and Officers within one week of the deadline for the Board to take action on nominations.|
|Annual Meeting (usually in October)||Annual Meeting|
|Two days after adjournment of the Annual Meeting||New Executive Committee, Officer and Advisor terms begin|
A change to the date of the Annual Meeting may necessitate a change to the deadline dates for the appointment recommendations.
A change to the date of the Annual Meeting may necessitate a change to the deadline dates for the appointment recommendations.