BY-LAWS OF
GREATER LOWELL BAR ASSOCIATION, INC.

ARTICLE I

Name – Purpose

Section 1. NAME: The legal name of this corporation is Greater Lowell Bar Association, Inc., a Massachusetts corporation organized pursuant to General Laws, Chapter 180. It may be referred to within these by-laws as “the association.”

Section 2: PURPOSE: The purpose of the corporation is to unite the members thereof to better serve the public, the Bar and the Bench within the Greater Lowell area; to unify and improve the legal skills of member practitioners; to sponsor and provide continuing legal education of the Bar; to foster and promote awareness of, and respect for the law of the Municipalities, of the Commonwealth and of these United States, and of the rights of all persons; to participate in, and encourage, civic, charitable and community projects of a worthwhile nature; and generally to do and promote all things permitted within the provisions of Chapter 180 of the General laws.

ARTICLE II

Membership

Section 1. ELIGIBILITY: The members of this association shall be attorneys-at-law duly admitted to practice in the courts of the Commonwealth and residing or practicing in the Greater Lowell area.

Members once enrolled shall continue in good standing until death or resignation upon payment of annual dues and such other assessments as may be voted pursuant to these by-laws.

Section 2. DUES: All members of this association shall pay as annual dues a sum to be voted by the Board of Directors. Dues notices shall be sent by the Treasurer and dues shall be paid within thirty days of receipt of said notice.

Members practicing law for fifty years or more shall be exempt from any
dues requirements.

Members who have not paid their dues within thirty days of the due date shall be dropped from the membership until he/she is reinstated by paying the annual dues.

 

ARTICLE III

Meetings:

Section 1. ANNUAL MEETINGS: The Annual Meeting of the members of the association shall be held on the Third Thursday of June of each year at a time and location to be announced by the outgoing President and Board of Directors in accordance with due notice to be given by the Secretary to the members. Nothing herein shall prevent the scheduling and holding of such Annual Meeting upon another date provided that said changed date is within the month of June.

Section 2. SPECIAL MEETINGS: Special Meetings of the members may be called by the President of by the Board of Directors and shall be called by the Secretary or in the case of death, absence, incapacity or refusal of the Secretary, by any other officer upon written application of ten or more members entitled to vote thereat.

Section 3. NOTICES: All notices of Annual or Special Meetings shall be in writing and given not less than seven days before the time of the meeting.

Section 4. QUORUM: At any meeting of the Association fifteen members shall constitute a quorum for the transaction of business.

ARTICLE IV

Officers and Board of Directors

Section 1. The officers of the association shall be a President, a President-Elect, Treasurer and Secretary. There shall also be a Board of Directors of Seven (7) members consisting of four corporate officers above-named plus three members at large duly elected as hereinafter provided.

Section 2. BOARD OF DIRECTORS: The Board of Directors is the general governing body of this association. It shall have the full responsibility for the conduct and furtherance of the corporate business except for those matters specifically delegated to the President through these By-Laws, or any amendments thereto, or by action taken at duly called meetings of the membership, or as otherwise provided by these by-laws. The Board of Directors shall function in the manner of a Board of Directors for a business corporation, and shall have and enjoy the same authority and power thereof unless inconsistent with the provisions of Chapter 180. The Board of Directors shall convene upon request of not fewer than two members of the Board of Directors. The Board of Directors shall meet at least four times annum. Notice of all Board of Directors meetings shall be given to all members of the Board of Directors at least twenty-four hours prior to the meeting. Four members of the Board of Directors shall be deemed a quorum for the transaction of Board of Directors business, and a majority vote of those members attending shall control. Vacancies on the Board of Directors shall be filled by vote of the Board of Directors until the next annual election.

Section 3. PRESIDENT: Powers and Duties. The President shall be the chief executive officer of the Association. He or she shall have the authority of appointing those members whom he or she deems appropriate for the furtherance of the corporate pursuits. The President shall preside at all meetings of the association and at the Board of Directors meetings. The programs and committees of this association and shall be aware of the progress, growth, dissemination of information and all other aspects of the association. He or she may instruct the Treasurer to pay such bills and may incur such indebtedness on behalf of the corporation as is reasonable and/or necessary in furtherance of the ordinary and normal business of the corporation; other wise he or she shall obtain the approval of the Board of Directors before signing such contracts and agreements. He or she shall serve as an ex-officio member of all standing committees.

Section 4. VICE PRESIDENT: The Vice President shall have all authority and responsibility of the President in his or her absence or in the event of his or her death or disability.

Commencing with the fiscal year beginning June 1, 1997, the office of Vice President shall be eliminated and the powers and duties of said office shall be assumed by the President-Elect.

PRESIDENT-ELECT: The President-Elect shall have the authority and responsibility of the President in his or her absence or in the event of his or her death or disability. The President-Elect assumes the presidency on June 1 of the calendar year following his or her election as President-Elect.

Section 5. TREASURER: The Treasurer is the chief financial officer of the corporation. He or she shall be responsible for the financial business of the association and shall receive and disburse all funds and shall collect dues and notify the President and/or the Board of Directors of any delinquencies in dues for appropriate action. He or she shall sign all checks and drafts for the disbursement of funds of the association. He or she shall be responsible for the preparation and filing as required by law of such returns and financial reports of all accounts of the association. Upon approval of the Board of Directors he or she may engage qualified accountants as may be needed for the efficient preparation and filing of any such reports and returns. The Treasurer shall file reports at the meetings of the Board of Directors and at other items upon the reasonable request of the Board of Directors.

Section 6. SECRETARY: The Secretary is responsible for the keeping of records of the minutes and doings of the association and of the Board of Directors, and shall be custodian of all corporate records. He or she shall give notice of the Annual and Special Meetings and attend general duties of the Secretary of a Corporation. The Secretary shall be a resident of the Commonwealth in accordance with law.

ARTICLE V

Election of Officers and Board of Directors

Section 1. TERM OF OFFICE: The President, Vice President President-Elect, Secretary and Treasurer shall hold officer for a term of one year beginning on the first day of the fiscal year.

By-Laws Amended by vote at the Annual Meeting on June 1, 2009 extending the term of office of the Treasurer as follows: The President, President-Elect and Secretary shall hold office for a term of one year beginning on the first day of the fiscal year. The Treasurer shall hold office for a term of two years beginning on the first day of the fiscal year.

The remaining three members of the initial Board or Directors shall hold officer as follows: one Director shall hold office for a term of one year, one Director shall hold office for a term of two years, and one Director shall hold office for a term of three years. Thereafter, all Directors who are not officers shall hold officer for a term of three years.

Section 2. ELECTION COMMITTEE: The Election Committee shall consist of a Chairperson and not less than four other members of the Association. The President shall appoint the Election Committee and no member thereof shall then be a member of the Board of Directors.

The Election Committee shall be responsible for assembling a ballot from the applications for officer or director for the annual elections, and for the filling of vacancies that may occur in any office of the Board of Directors during the year.

Section 3. ELECTIONS: On or before March 1st of each fiscal year, the President shall notify the members of the Association of the names of the Election Committee and attach with such notification a form by which any member in good standing may submit his or her application or may nominate another member for officer as a member of the Board of Directors.

All applications for any office on the Board of Directors shall be submitted to the Chairperson of the Election committee on or before April 1st of each fiscal year.

Thereafter, the Election Committee shall prepare a ballot of candidates for Officers and Directors and shall submit the names of its candidates to the President and the Secretary of the Association on or before April 1st of each fiscal year.

On or before April 15th of each fiscal year the Secretary shall draft and mail to all members of the association a ballot listing the candidates for each position on the Board of Directors. Said ballots shall be returned to the Chairperson of the Election Committee on or before May 1st of each fiscal year and the Secretary shall tally the election result on or before May 10th of each fiscal year.

The President shall report the results of the annual election to the members at the Annual Meeting.

ARTICLE VI
Committees

Section 1. STANDING COMMITTEES: The Association shall have the following Standing Committees which shall be constituted in June of each year and whose members shall serve for a term of one year; Continuing Legal Education Committee, Court Liaison Committee, Bar Referral Committee, Publicity and Community Relations Committee, Membership Benefits Committee, and such other Standing Committee as may be created by vote of the Board of Directors.

Each Standing Committee shall consist of no less than five members. The Chairperson of each Standing Committee shall be appointed by the Board of Directors and must be a member of the Board of Directors. The Chairperson of each Standing Committee shall appoint no less than four members of the Association to said Standing Committee, who are not members of the Board of Directors.

Section 2. CONTINUING LEGAL EDUCATION COMMITTEE: The Continuing Legal Education Committee shall organize, make available, and schedule legal education and review seminars for the general enrichment and professional advancement of the members, and the general improvement of the legal skills; and, at the discretion of the Committee, for the edification of the public upon general legal matters for the purpose of bringing about an increased awareness of the profession of law, and the life/work of attorneys.

Topic and lecturers for the seminars shall be selected by the Committee, which shall give due concern for current legal issues and the suggestions of the President and the general membership. Attendance shall be recorded at each seminar by the Secretary or by a member of the Continuing Legal Education Committee specifically entrusted with such recording responsibility by Continuing Legal Education Committee vote, in the event of the absence of the Secretary at the seminar in question.

Nothing herein shall be construed to impose a requirement of attendance upon any member of this association at any seminar, or to impose a requirement that such seminar be conducted solely for the members of this association.

The Committee shall furnish reports to the Board of Directors as requested.

Section 3. DISTRICT COURT COMMITTEE: The primary objective of the Committee shall be to effectuate as close a rapport as possible among the justices, magistrates, clerks, and other officials of the District Court and the Bar, with the purpose of streamlining and making most efficient the administration of the courts, and the effectiveness and efficiency of the Bar. The function of the District Court Committee shall be to communicate with the involved parties named hereinabove in order to ascertain the need for changes in court procedures or probate or recording matters, and to report its findings and recommendations to the President and Board of Directors.

The Committee shall seek out and determine any problems existing between the Courts and the Bar, and shall keep itself aware of both the reasonable complaints of the Courts and the Bar and shall assist in making improvements for the mutual benefit of all involved parties. The members of the District Court Committee shall make themselves available to record both complaints and suggestions from all involved parties, and shall meet or otherwise confer for the transaction of its business, and report thereon with reasonable expediency.

The Committee shall furnish reports to the Board of Directors as requested.

Section 4. SUPERIOR COURT COMMITTEE: The primary objective of the Committee shall be to effectuate as close a rapport as possible among the justices, clerks, and other officials of the Superior Court and the Bar, with the purpose of streamlining and making most efficient the administration of the court, and the effectiveness and efficiency of the Bar. The function of the Committee shall be to communicate with the involved parties named hereinabove in order to ascertain the need for changes in court procedures, and to report its findings and recommendations to the President and Board of Directors.

The Committee shall seek out and determine any problems existing between the Court and the Bar, and shall keep itself aware of both the reasonable complaints of the Court and the Bar and shall assist in making improvements for the mutual benefit of all involved parties. The members of the Committee shall make themselves available to record both complaints and suggestions from all involved parties, and shall meet or otherwise confer for the transaction of its business, and report thereon with reasonable expediency.

The Committee shall furnish reports to the Board of Directors as requested.

Section 5. PROBATE COURT COMMITTEE: The primary objective of the Committee shall be to effectuate as close a rapport as possible among the justices, clerks, registers, and other officials of the Middlesex County Register of Probate and the Bar, with the purpose of streamlining and making most efficient the administration of the court, and the effectiveness and efficiency of the Bar. The function of the Committee shall be to communicate with the involved parties named hereinabove in order to ascertain the need for changes in court procedures of probate matters, and to report its findings and recommendations to the President and Board of Directors.

The Committee shall seek out and determine any problems existing between the Court and the Bar, and shall keep itself aware of both the reasonable complaints of the Court and the Bar and shall assist in making improvements for the mutual benefit of all involved parties. The members of the Committee shall make themselves available to record both complaints and suggestions from all involved parties, and shall meet or otherwise confer for the transaction of its business, and report thereon with reasonable expediency.

The Committee shall furnish reports to the Board of Directors as requested.

Section 6. REGISTRY OF DEEDS COMMITTEE: The primary objective of the Committee shall be to effectuate as close a rapport as possible among the clerks, registers, and other officials of the Middlesex North District Register of Deeds and the Bar, with the purpose of streamlining and making most efficient the administration of the Registry, and the effectiveness and efficiency of the Bar. The function of the Committee shall be to communicate with the involved parties named hereinabove in order to ascertain the need for changes in recording matters, and to report its findings and recommendations to the President and Board of Directors.

The Committee shall seek out and determine any problems existing between the Registry and the Bar, and shall keep itself aware of both the reasonable complaints of the Registry and the Bar and shall assist in making improvements for the mutual benefit of all involved parties. The members of the Committee shall make themselves available to record both complaints and suggestions from all involved parties, and shall meet or otherwise confer for the transaction of its business, and report thereon with reasonable expediency.

The Committee shall furnish reports to the Board of Directors as requested.

Section 7. SCHOLARSHIP COMMITTEE: The primary function of the Committee is to organize and administer any and all scholarships in which the Association becomes involved; unless otherwise provided by vote of the Board of Directors. In particular the Committee shall devise a strategy and procedures for funding scholarships for students in the Association’s area and devise procedures and criteria for awards.

Section 4.8 BAR REFERRAL COMMITTEE: The function of the Bar Referral Committee is to maintain and administer the Greater Lowell Bar Association referral program under the control of the Greater Lowell Bar Association.

The Committee is authorized to investigate and recommend to the members, through the Board of Directors, the need for other programs to provide legal services to the general public.

The Committee shall furnish reports to the Board of Directors as requested.

Section 5.9 PUBLICITY AND COMMUNITY RELATIONS COMMITTEE: The primary function of the Committee is to recommend to the Board of Directors the means by which the association may promote and enhance the image of the legal profession by the dissemination of information to the general public of the accomplishments and activities of the Greater Lowell Bar Association and/or its members; and to make known to the public the Greater Lowell Bar Association’s position on matters of significant public interest.

The Committee shall furnish reports to the Board of Directors as requested.

Section 6.10 MEMBERSHIP BENEFITS COMMITTEE: The primary function of the Committee is to recommend to the Board of Directors programs and benefits available to the membership, including but not limited to, health and accident insurance plans, life insurance plans, disability insurance plans, professional liability insurance plans and retirement plans or programs.

The Committee shall also be vested with the responsibility to recommend to the Board of Directors and implement such social and recreational activities for the benefit of the members of the Association as may from time to time be approved by the Board of Directors.

Section 7.11 AD HOC COMMITTEES: In addition to the Standing Committees, there shall be such Ad Hoc Committees as may be established in name and number by the President, or the Board of Directors, which are necessary and/or appropriate for the furtherance of the corporate purposes.

Section 8.12 DUTIES: No Standing Committee or any member thereof shall act on any matter within its jurisdiction without prior approval of the Board of Directors; and shall not make any statement to the media or general public purporting to be the official position of the Association without prior approval of the Board of Directors.

 

ARTICLE VII

Miscellaneous Provisions

Section1. AMENDMENTS: These By-Laws may be altered at any Annual or Special Meeting of the association duly called and held for that purpose by a vote of the majority of the members present.

Section 2. FISCAL YEAR: The fiscal year of the association shall be twelve months ending the 31st day of May.

By-Laws of the
Greater Lowell Bar Association, Inc.