F. MALCOLM CUNNINGHAM, SR. BAR ASSOCIATION, INC. BYLAWS
NAME, PLACE OF BUSINESS, BUSINESS STATUS
Section 1: Name. The name of this organization shall be the F. Malcolm Cunningham, Sr. Bar Association, Inc. (the “Association”)
Section 2: Place of Business. The principal office for the transaction of business of the Association shall be at P.O. Box 153, West Palm Beach, FL 33402.
Section 3: Business Status. The Association is a Florida not-for-profit association that has been organized for a purpose other than generating profit and whose dividends or income will not be distributed to its directors nor its officers.
The mission of this Association is:
a) to maintain the honor and dignity of Blacks within the legal profession;
b) to provide meaningful service to the communities in Palm Beach County;
c) to promote the improvements in the law and the methods in its administration;
d) to promote diversity within the Palm Beach County judiciary;
e) to educate its members and the general public on matters pertaining to the law and the legal profession;
f) to promote knowledge and understanding in the legal profession; and
g) to cultivate professional ethics and networking opportunities among the members of the Association.
Section 1: Membership Classification. There shall be the following classification of membership in the Association:
a) General Members
b) Legal Affiliate Members
c) Associate Members
Section 2: General Members. General Members are those attorneys who are members of the Florida Bar or any bar of another state, who either reside or practice law in the State of Florida, who subscribe to the mission of the Association, has submitted a written or electronic application which has been approved by the Executive Board, who is current in the payment of appropriate dues, and who is not subject to suspension or termination of membership.
Section 3: Legal Affiliate Members. Legal Affiliate Members are those individuals whose work responsibilities call for the even the minimal interaction with the legal community, including but not limited to legal assistants of law firms, bail bondsmen/bondswomen, and paralegals.
Section 3: Law Student members are students currently pursuing a law degree and graduates not yet admitted to a state bar, who are either residents of Palm Beach County or attending a school of law in the State of Florida, who subscribe to the mission of the Association, who has submitted a written or electronic application which has been approved by the Executive Board, who is current in the payment of appropriate dues, and who is not subject to suspension or termination of membership.
a) The annual dues of members and associate members shall be set by a majority vote of the Executive Board, prior to the beginning of each fiscal year.
b) The Association’s fiscal year shall begin on July 1 and end on June 30 of each year.
c) Dues are to be paid by July 1 of each year.
OFFICERS AND MANAGEMENT
Section 1. The officers of the Association shall be President, President-Elect, Immediate Past-President, Secretary, and Treasurer. The property and business of this Association shall be managed by the Executive Board, which shall consist of the officers listed above. The President-Elect shall automatically assume the office of President of the Association for the following term of office without election.
Section 2. Except for the Immediate Past-President, the Officers of the Executive Board shall be nominated and elected at the election meeting of the Association to be held during the month of May. Such election may be held by ballot, and in the event of any contest for office, election shall be held by secret ballot. Officers shall be determined by a majority vote of the current dues-paying members present and voting.
Section 3. Those members nominated for office must be present at the election meeting in order to be elected for the following year, except for extenuating circumstances. Extenuating circumstances shall be determined by a majority of the present Executive Board.
Section 4. The Officers shall be elected for a term of one (1) year beginning immediately following the election meeting.
Section 5. The duties of the Officers shall be as follows:
A. The President shall be the Chief Executive Officer of the Association and shall preside over the meetings of the Executive Board and of the Association. The President shall perform the duties delegated by the Bylaws, by the Association, or by the Executive Board and appoint members to standing committees and/or establish any other committees as appropriate. The President shall make appearances on behalf of the organization with expense reimbursement, subject to the Executive Board’s approval by a majority vote. The purpose of the foregoing is to support local community partners and Voluntary Bar Associations. If the amount exceeds $250, the General Board will have to approve. The President shall automatically succeed to the office of the Immediate Past President after the annual Installation Banquet.
B. The President-Elect shall assist and support the President as needed and perform duties of the President in the absence or inability of the President to act. The President-Elect shall monitor the work of the standing committees and ad hoc committees of the Association. The President-Elect shall perform such other duties as may be delegated by the Bylaws, the Association, or the Executive Board. The President-Elect shall automatically succeed to the office of the President after the annual Installation Banquet.
C. The Secretary shall have charge of all the records of the Association except the financial records, shall attend the meetings of the Association and the Executive Board, and shall make a record of the proceedings of the Association and the Executive Board. In the event of his or her absence from any meeting, the Association shall choose a secretary pro tern in his or her place who shall have all the duties and powers of the Secretary at such meetings. The Secretary shall send timely notices to all members of the Association prior to each regularly scheduled monthly meeting. She/He shall ensure that such mail and/or correspondence is available to the President prior to each regularly scheduled monthly meeting and that all fees are paid when due on the Post Office Box maintained by the Association.
D. The Treasurer shall have charge of the financial records of the Association and shall have charge of the financial affairs of the Association subject to the control of the Executive Board. The Treasurer shall collect and hold all funds due to the Association and demand the payment of annual dues within thirty (30) days after such dues are payable by June 1 and shall report to the Executive Board the names of all members who neglect after demand, to pay the same. Checks drawn upon bank accounts of the Association shall be signed by the Treasurer or such other Officers or agents of the Association as the Executive Board may determine. The Treasurer shall submit a written financial report to the members of the Association at each regular scheduled monthly meeting, stating the financial condition of the Association.
E. The Immediate Past-President shall provide stability, continuity and a historical perspective to the Executive Board. The Immediate Past-President shall not be a voting member of the Executive Board except in the event of a tie vote.
Section 6. The Executive Board shall manage the affairs of the Association. The Executive Board shall hold a minimum of two (2) meetings per fiscal year at such time as the Executive Board shall determine. Except as otherwise required herein, three (3) members of the Executive Board shall constitute a quorum.
There shall be no contribution made to any group unless the request for such contribution is submitted to the Executive Board of the Association for approval. The contribution must be authorized by the approval of the majority of the members of the Executive Board present and voting.
Section 7. The Officers of the Association shall attend a minimum of fifty percent (50%) of the regularly scheduled monthly meeting. Failure to attend the requisite number of meetings can result in removal from office.
Section 8. The President and Secretary shall maintain copies of the membership list, the Articles of Incorporation, the Bylaws, minutes of the Executive Board meetings and regularly scheduled monthly meetings of the Association, and all other records and files pertaining to the Association. The records and files of the Association shall not be exhibited to any person not a member of the Association unless so authorized by the Executive Board.
Section 9. The F. Malcolm Cunningham Bar Association shall reimburse the President-Elect or a designated board member to attend the Florida Bar’s Annual Voluntary Bar Association Conference. Reimbursement shall be limited to registration, hotel, travel cost (mileage to/from), and meals at a rate of $45/day.
There shall be standing committees of the Association, which shall be appointed by the President to take office each year following the election meeting of the Association. The President shall designate the Chairperson of each committee and the members thereof. The members of each committee shall serve until the next election meeting and thereafter until the successors are appointed by the President. In addition to the standing committees listed below, other committees may be created from time to time by the Executive Board. The standing committees shall be subject to the direction of the Executive Board and each committee shall file its annual report to the Executive Board before the election meeting of the Association each year. The standing committees of the Association are as follows:
The standing committees shall perform such functions as delegated to them by the President, Executive Board, and/or members of the Association. The President shall serve as or appoint a representative to the Judicial Diversity Initiative (JDI) organization.
Young Lawyers’ Section
There shall be a standing Young Lawyers’ Section of the Association. The President shall designate the Chairperson of Young Lawyers’ Section following the election meeting of the Association. The Young Lawyers’ Section (YLS) shall consist of members of the Association. There is no age limit to join, but members must be in practice and admitted to the FL bar for less than 7 years or a new attorney to the Palm Beach County community within one year of practice in Palm Beach County.
REMOVAL, RESIGNATION AND VACANCIES
Section 1. Any Officer may be removed with cause by majority vote of the Association members, if the Officer has been declared of unsound mind by final order of a court of competent jurisdiction, convicted of a felony, suspended or disbarred by the bar of any state, or has been found by the Executive Board to have breached a duty by failing to execute the responsibilities of his or her office.
Section 2. Any Officer may resign at any time by giving written notice to the President or the Secretary. Any such resignation shall take effect on the date of receipt of such notice by the President or Secretary or any later date specified therein.
Section 3. Upon the death, resignation or removal of the President, the President-Elect shall succeed as President until the next meeting and election. Vacancies in other offices of the Association shall be filled by appointment of the President.
AMENDMENT TO BYLAWS
The Executive Board may, at any General Membership meeting, by a majority vote of the Executive Board, amend or repeal its Bylaws, provided that no proposal for such amendment or repeal shall be acted upon unless the text of the amendment or the proposal for repeal is given in the notice of the General Membership meeting.
Last Revised on January 5, 2017
By: Lawonda Warren, Esq.
Nicholas Johnson, Esq.
Jason McIntosh, Esq.
Whitney Baldwin, Esq.
Byrnes Guillaume, Esq.
David Prather, Esq.
Approved and adopted by General Body on January 20, 2017