|
| |
|
PREAMBLE TO THE
BYLAWS
OF THE
ORANGE COUNTY
ATTORNEYS ASSOCIATION
|
The purpose of this organization shall
be the improvement of employee relations with the County of Orange,
including but not limited to negotiations on wages, hours and other
terms and conditions of employment, grievances arising under the terms
and conditions of employment, and matters arising under the Employee
Relations Resolution or Memorandum of Understanding and applicable
state law.
These bylaws are effective immediately
upon filing with the County of Orange, subject to approval or
amendment of two-thirds (2/3) of those members of the Attorneys Unit
voting at an election to be announced within thirty (30) days of the
certification of the Orange County Attorneys Association as the
exclusive recognized employee organization for the Attorneys Unit.
|
|
| |
Unless otherwise
indicated, the term "Association" as used in these bylaws
shall mean the Orange County Attorneys Association.
"Board" shall mean Board of
Directors of the Association.
"Members" shall mean member
in good standing of the Association.
Table
of Contents
|
|
| |
The principal office for the
transaction of business of the Association shall be located in the
County of Orange, State of California.
Table
of Contents
|
|
| |
Section 1. General
Qualifications
(A) A person to be eligible for
membership, must be of good moral character, an attorney licensed
to practice law in the state of California and employed on either
a full or part time basis by the office of the District Attorney,
County Counsel, Public Defender, Alternate Defender or Associate
Defender of the county of Orange.
(B) A person, to be eligible for
membership, must also be a member of the Attorney Bargaining Unit.
(C) Persons who advocate or who
belong to an organization which advocates the overthrow of the
Government of the United States of America by force or violence
shall not be permitted to be members of the Association.
Section 2. Anti-Discriminatory
Clause
(A) Acceptance for membership
shall be based only on the qualifications stipulated herein and
shall not be denied on grounds of race, color or creed.
Section 3. Application, Dues and
Membership Standing
(A) Membership applications shall
be submitted to the Board for approval. The information thereon
shall be in conformance with the eligibility requirements of these
by-laws.
(B) The membership dues and the
method of collection shall be as established by the Board.
(C) An applicant for membership
will become a member upon submission of a signed payroll dues
deduction form.
(D) A member in good standing is
one whose dues are not more than 15 days in arrears. Only members
in good standing may vote on any action.
(E) A person whose dues are 15 or
more days in arrears shall be dropped from the Association roster.
Section 4. Identification
(A) Membership cards may be issued
by the Board to show evidence of membership.
Section 5. Separation
(A) A member may resign from the
Association by sending a letter containing such resignation to the
Board, or filing a payroll deduction termination form with the
member’s administrative office. Such resignations shall become
effective on the last day of the month in which it is received.
Table
of Contents
|
|
| |
Section 1. Board
(A) The powers shall be exercised,
the property controlled, and the affairs and business of the
Association conducted by a Board of Directors consisting of nine
members, with no less than one attorney from the office of
District Attorney, County Counsel, and Public Defender, and one
member from the combined offices of Alternate Defender and
Associate Defender, subject to the provisions of these by-laws and
the Corporate laws of the state of California.
Section 2. Councils
(A) Councils composed of members
having special interests may be formed by the Board.
(B) Councils shall operate under
rules established by the Board.
Section 3. Committees
(A) The Board shall appoint
committees in compliance with by-law VII, section 3.
(B) The Board may also create and
appoint committees, determine their size and membership as it
deems necessary.
Table
of Contents
|
|
| |
Section 1. Board of Directors
(A) There shall be a President,
Vice President, Secretary and Treasurer elected by the Board from
its own membership for a period of one year and they may be
re-elected to succeed themselves.
(B) Only one person shall hold any
one office at any one time.
(C) The Board may appoint an
Assistant Secretary and Assistant Treasurer, or both combined in
one person, who need not be members of the Association.
(D) Every member of Board shall be
a member of the Association.
Table
of Contents
|
|
| |
Section 1. Nomination
(A) Only members shall be nominees
for office in the Association.
(B) Any member seeking candidacy
for office shall submit a nominating petition signed by himself
and two (2) members to the Election Committee by the 7th day of
August.
Section 2. Acceptance of
Nominations
(A) Candidates for office who file
nominating petitions with the Election Committee, in accordance
with Section 1 of this by-law, shall be accepted as nominees for
office by the Election Committee and their names shall be placed
on the ballot by the Election Committee, unless ineligible as
defined by by-law VII, section 2(f).
Section 3. Election of Directors
(A) The Secretary shall, by August
31 of each year notify the Election Committee of the number of
directors to be elected. The Secretary shall also notify the
Election Committee of the number of members in the offices of
District Attorney, County Counsel, Public Defender, Alternate
Defender and Associate Defender, and the proportion of Association
members in each of the five offices. The Secretary shall apportion
the nine (9) seats on the Board of Directors in proportion to the
proportion of membership in each of the five (5) offices. In
calculating proportionality, membership in the offices of the
Alternate and Associate Defenders shall be combined.
(B) In the event that any of the
five offices comprising the Orange County Attorney’s Association
are disbanded, eliminated or terminates membership in the
Association, composition of the Board of Directors shall be based
on membership in the remaining offices as specified in By-Law VI,
Section 3(A) above.
(C) The Election Committee shall
conduct free and democratic elections by secret ballot for the
election of the Directors. A tie vote shall be decided by lot.
(D) The election of Directors must
be completed by the first day of October of each year.
(E) The Election Committee shall
immediately notify the Secretary by letter of the results of the
election.
(F) The Secretary shall
immediately inform all nominees and the Board by letter, and the
membership, by posting in each office, the results of the
election.
Section 4. Term of Office
(A) The term of office of Director
shall begin on the first Monday in October following election, and
end on the first Monday in October of the second calendar year
following election, at which time the successor will take office.
(B) Directors may be elected to
succeed themselves.
(C) Five Directors shall be
elected in the odd years and four Directors shall be elected in
the even years.
(D) Within one month following the
ratification of these by-laws, and the recognition of the
Association by the County as the exclusive representative for the
Attorney Bargaining Unit, the acting Officers shall conduct an
election, in substantial compliance with the procedures
established by these by-laws for electing directors generally, to
elect and initial Board of Directors of the Association consisting
of nine members. The four members so elected receiving the least
number of votes shall hold office until the second Tuesday in
September 1983, and the other five members of said initial board
shall hold office until the second Tuesday in September, 1984.
(E) Within one month following the
ratification of the 1997 amendment to these by-laws, and a new
filing of the by-laws with the county of Orange, the Officers
shall conduct an election, in substantial compliance with the
procedures established by these by-laws for electing directors
generally, to elect a new Board comprised of the original three
(3) membership groups, the Offices of the District Attorney,
County Counsel and Public Defender, along with the two (2) new
membership groups, the Offices of the Alternate and Associate
Defenders. In 1997 the four members elected receiving the least
number of votes shall hold office until the second Tuesday in
September 1998, and the other five members of said board shall
hold office until the second Tuesday in September, 1999.
Section 5. Voting
(A) The candidates receiving the
highest number of votes in descending order of votes are elected
to fill the positions of Directors to be elected, except that
those candidates, if any, for the office(s) requiring additional
seats to conform to the proportion necessary to reflect membership
percentages in each office and/or to maintain the minimum one seat
from each office shall first be counted in descending order of
votes.
Table
of Contents
|
|
| |
Section 1. Officers
( A)
The President shall be the Executive Officer of the Association
and shall preside at all meetings of the Association and the
Board.
(B) The Vice President shall perform
all the duties of the President when the President is absent or
unable to act.
(C) In the event of the absence or
inability to act of both the President and the Vice President, the
duties of the office shall be performed by a member of the Board
selected by the Board.
(D) The Secretary shall cause all
written minutes of all Board, Membership and Executive Committee
meetings to be prepared and kept on file in the Association office.
He shall also keep any and all other records, reports, letters,
etc., on file that pertain to the function of the Association,
including a roster of members as required by law.
(E) The Secretary shall prepare and
file all reports required by public agencies.
(F) The Treasurer shall receive and
disburse, upon order of the Board, the funds of the Association.
(G) The Treasurer shall cause an
accurate accounting to be kept of all the financial transactions of
the Association and shall submit the necessary financial reports to
the Secretary for forwarding to such public agencies as required.
(H) The Treasurer shall cause an
annual audit to be made and shall submit a copy of the report with
supporting documentation to the Board.
Section 2. Directors of Board
(A) Financial Authority:
The Board shall have supervision
and control of the funds of the Association.
(B) Meetings:
The Board shall meet as
necessary. A quorum, consisting of a simple majority of the
Board, must be present in order to conduct business.
(C) Employees and Additional
Officers:
The Board shall appoint such
other officers and hire or discharge employees as it may deem
necessary for the proper conduct of the affairs of the
Association. Such actions shall require a majority vote of the
entire Board.
(D) Financial reports:
The Board shall cause to be
distributed to the members, upon request, an itemized statement
of the financial accounts of income and expense of the
Association for the preceding year. Such statement shall state
the sources of income and the classes of expenditures and the
amounts.
(E) Absenteeism:
Any member of the Board who is
absent from three consecutive meetings of the Board shall be
automatically dropped from the membership of the Board unless a
written statement explaining such absence is submitted on or
before the date of the next Board meeting, and such explanation
is acceptable to at least two-thirds of the members of the
Board.
(F) Ineligibility:
Any member of the Board who is
absent from more than one half of the meetings of the Board
during any term shall be ineligible for re-nomination or
re-election for the following term.
(G) Vacancies:
Any vacancy occurring by
absenteeism, death or resignation shall be filled by appointment
of the Board. Such appointment shall be for the duration of the
un-expired term.
(H) Termination of Appointments:
Any appointments made by the
Board, other than those made in accordance with section 2(g) of
this by-law, may be terminated by the Board.
(I) Compensation:
No members of the Board, Council
or Committees shall draw any compensation from the Association
except for expenses incurred on Association business when
authorized by the Board.
(J) Representation:
The Board may act as agent, or
appoint any agent, to represent any member or members on any
subject matter pertaining to the Association objectives when a
controversy, difference, or problem arises between such member
or members and employer(s) or management, when the Board has
been so petitioned.
(K) Bonding:
The Board shall require the
bonding in such amounts as may be deemed advisable of any
officer or employee of the Association who is authorized to
handle funds. Such bonds shall be written by Surety Companies,
shall conform to the laws of the state of California, and shall
be paid for by the Association.
Section 3. Committees
(A) There shall be a standing
Election Committee composed of three members of the Board of
Directors. Members shall be selected within thirty days of their
election to the Board of Directors. Terms shall be for one year.
Members may serve consecutive terms.
(1) The Election Committee shall
cause nominating forms to be made and circulated among the
membership by July 15 of each year.
(2) The Election Committee shall
conduct all elections for directors and any other Association
business in conformance with by-law VI and by-laws X, XI, XII,
XVI and XVIII.
(B) An Executive Committee shall
be established when deemed advantageous to conduct the affairs of
the Association. The number of members of an Executive Committee
and their terms of service shall be determined by the Board.
(C) A Bargaining Committee shall
be established to make recommendations to the entire Board
regarding negotiations with the county of Orange pertaining to
wages, benefits, hours and other terms and conditions of
employment.
(1) The Bargaining Committee
shall consist of at least one representative from the office of
the District Attorney, County Counsel, Public Defender,
Alternate Defender and Associate Defender, and may consist of
one representative from the office of Alternate Defender and
Associate Defender.
(D) All other committees appointed
by the Board shall have the duty to investigate, study and make
reports including any recommendations on the subjects for which
they were specifically organized.
Table
of Contents
|
|
| |
Section 1.
Funds or assets may be disbursed
only for carrying out the objectives of the Association as defined
by the Articles of Incorporation and these by-laws.
Table
of Contents
|
|
| |
Section 1.
An annual membership meeting shall
be announced each year. Such meeting to be held at a time and
place specified by the Board.
Section 2.
Special membership meetings may be
called, providing 24 hours notice to the members is given.
(A) By the Board.
(B) By the President, only in
case of great emergency and when time is too limited to obtain
consent of the Board.
Section 3.
Notices of special membership
meetings must state the business to be transacted and the time and
place of the meeting. No other business will be considered. Notice
must be posted in each office.
Section 4.
Unless otherwise provided by these
by-laws, every question which shall come before a membership
meeting shall be decided by the vote of the majority of the
members present, but such decision may be subjected to a
referendum vote through the procedure established for said vote in
the by-laws. No member may vote or act by proxy.
Section 5.
At any membership meeting, twenty
(20) members shall constitute a quorum necessary to conduct
business.
Section 6.
The order of business at any
membership meeting may be as follows:
(A) Reading of minutes of the
preceding meeting.
(B) Reports of officers and
employees.
(C) Reports of committees.
(D) Miscellaneous business
(unfinished and new).
(E) Presentation of and action on
resolutions.
(F) Program.
(G) Adjournment.
Section 7.
The Association, as a body, shall
not be responsible for the statements of fact or opinion in
papers, speeches or discussions at the meetings.
Section 8.
Actions taken at a meeting become
effective immediately unless otherwise specified.
Table
of Contents
|
|
| |
Section 1.
The initiative procedure shall be
used by a member(s) who wants to present to the membership a
proposed course of action for adoption. The initiative procedure
shall be instituted by the filing with the Secretary of a petition
which shall state the proposed course of action and which shall be
signed by members numbering at least 10 percent of the total
number of members.
Section 2.
Upon receipt of such a petition,
the Secretary shall verify signatures and check for compliance
with Section 1 above. If the petition is found to meet the
requirements of section 1 above, the Secretary shall so certify to
the Board forthwith.
Section 3.
Upon receipt by the Board of the
certified petition, the Board shall call a special membership
meeting to consider the proposed course of action. This meeting
shall be held not less than 15 nor more than 30 days from the time
of receipt of the petition. Action taken by the membership at such
meeting shall be binding upon the Association.
Section 4.
Within 30 days after the meeting,
the Secretary shall notify all members of the action taken at the
meeting.
Table
of Contents
|
|
| |
Section 1. Referendum
(A) A referendum of the members
may be taken on any act of the Board or any officer or employee of
the Association, or on any measure adopted at any meeting of the
Association (including initiative measures and recall actions).
(B) A referendum may be called for
the Board or by a petition in writing filed with the Secretary,
signed by members numbering not less than 10 percent of the total
membership.
(C) The secretary shall mail
ballots on the question at issue to all members within 25 days of
said filing.
(D) Said ballots shall state the
date for the closing of the polls with date shall not be earlier
than 10 nor later than 25 days from the date of mailing of
ballots.
(E) The Board shall cause the
votes to be counted within five days of the closing of the polls.
A majority of the votes cast will be decisive.
(F) The referendum shall fail if
less than 15 percent of the total membership votes.
Section 2. Recall
(A) Any officer or member of the
Board may be recalled. The action shall follow initiative
procedure except that the written notice shall include a copy of
the complaint and it shall include a copy of the complaint and it
shall be mailed to all members and the officer or member of the
Board who is the subject of the action at least 15 days prior to
the membership meeting at which said recall is to be considered.
At the meeting the person involved will have the opportunity to be
heard and to present others in his behalf.
Table
of Contents
|
|
| |
Section 1.
Proposed amendments to the by-laws
shall be adopted pursuant to the preamble of these by-laws.
Section 2.
Amendments shall not be adopted
unless at least 15 percent of the total membership votes.
Table
of Contents
|
|
| |
Section 1.
Any member or employee of the
Association may be subjected to disciplinary action by the Board
for any willful violation of the terms of the Articles of
Incorporation, or of these by-laws, or for any willful act
detrimental to the Association. Under this section the Board may
terminate membership.
Table
of Contents
|
|
| |
Section 1.
In the event any member has cause
to believe that any of his membership rights have been violated by
the Association or that the affairs of the Association are being
mismanaged, the following procedure shall apply to the hearing and
determination thereof:
(A) The aggrieved member shall
present his claim or complaint to the Board, either in writing,
signed by the member, or by his personal appearance.
(B) Following the presentation
of the claim or complaint to the Board, the Board shall appoint
an Investigating Committee composed of three members, who are
not members of the Board, to determine the facts. Within 60 days
following the initial complaint, the Investigating Committee
shall report its findings to the Board. The Board shall make its
decision and inform the member of the decision within 14 days
after receipt of the Committee’s report. If the member is not
satisfied with the determination, he shall have the right either
to present his claim or complaint to the membership of the
Association at the next membership meeting, or to invoke the
referendum procedure under by-law XI. No member shall be
disciplined in any manner for exercising any of his rights
guaranteed by law.
Table
of Contents
|
|
| |
Section 1. Corporate
Records
(A) The books of account, the
minutes of the Board and the membership meetings, and the
membership roster shall be open to inspection at any reasonable
time upon the written demand of any member for any purpose
reasonably related to his interest as a member.
Section 2. By-Laws
(A) The original by-laws and a
copy thereof as amended to date, certified by the President, shall
be kept on file in the principal office of the Association and
open to inspection by the members at all reasonable times during
office hours.
Table
of Contents
|
|
| |
No officer or employee of the
Association shall receive direct compensation or gratuities from
any vendor with which the Association is transacting business.
Table
of Contents
|
|
| |
In all questions involving
parliamentary procedure, including election procedures, not
covered by the by-laws, Robert’s Rules of Order (Revised)
shall be the governing authority.
Table
of Contents
|
|
| |
If any provision of these by-laws,
or the application thereof to any person or circumstances, is held
invalid, the remainder of these by-laws, or the application of
such provision to other persons or circumstances, shall not be
affected thereby.
Table
of Contents
|
|
|
