Bylaws
- ARTICLE I: Name and Purpose
- ARTICLE II: Membership
- ARTICLE III: Officers
- ARTICLE IV: Duties and Powers of the Executive Council
- ARTICLE V: Nomination and Election of Officers and Executive Council
- ARTICLE VI: Committees
- ARTICLE VII: Meetings
- ARTICLE VIII: Amendments
- ARTICLE IX: Legislative Policy
- ARTICLE X: Miscellaneous
ARTICLE I: Name and Purpose
Section 1. Name.
The name is “The Florida Bar International Law Section.”
Section 2. Purposes.
The purposes of this section are:
(a) study and keep informed of current developments in the field of international law, including national law in its regulation of the transnational business enterprise, and conventions, compacts and treaties between one or more or several nations or agencies of the United Nations;
(b) keep the members advised of significant developments in the field of International law and the manner in which these developments affect the transnational business enterprise;
(c) maintain liaison with domestic and foreign governmental agencies in the field of international law;
(d) study and consider legislation, treaties, conventions, compacts, and other matters in the field of international law, or affecting transnational business, as may be developed by the section or assigned by the President or the Board of Governors; and
(e) assist in developing continuing legal education courses for section members and those seeking board certification in international law and/or international litigation and arbitration.
ARTICLE II: Membership
Section 1. Eligibility.
Any member in good standing of The Florida Bar, and any law
faculty affiliate under Rule 1-3.9, interested in the purposes of this section, is eligible for membership in the section on application and payment of the section’s dues. Any regular member of the section who ceases to be a member of The Florida Bar, (or ceases law
faculty affiliate status) will automatically be removed from the section. Law faculty affiliates who are regular members of the section are not eligible to serve as officers of this section as defined in Article III, Section 1. below.
Section 2. Affiliate Membership.
Affiliate membership provides a method by which persons who are not members of The Florida Bar can be involved in the activities of the section and receive information and publications from the section.
(a) The executive council may, at its sole discretion, accept as an affiliate member of this section, on application and payment of the prescribed dues, any of the following:
(1) persons admitted to practice law and in good standing in any jurisdiction outside Florida, including other states, territories, and foreign nations;
(2) full-time law students at any ABA-accredited law school in the United States;
(3) full-time law faculty at any ABA-accredited law school in the United States; or
(4) licensed professionals in good standing who customarily provide
professional services to a person admitted to practice law in any jurisdiction.
(b) Any affiliate member who ceases to fall within one of the 4 categories above will automatically be removed from this section.
(c) Affiliate members have all the privileges of membership in this section, except that they may not:
(1) hold any office in the section, including service on the executive council, whether elected or appointed;(2) vote or participate in the election of any officers of the section; or
(3) vote on the adoption, deletion, or revision of any provision of these bylaws.
Section 3. Administrative Year. The administrative year of the section shall run concurrently with the administrative year of The Florida Bar.
Section 4. Annual Dues. The annual dues for members of this section (other than affiliate members) are fixed by the executive council subject to approval by the Board of Governors of The Florida Bar. The annual dues for affiliate members are fixed by the executive
council subject to approval by the Board of Governors of The Florida Bar, on an annual basis. There is no proration of annual dues. Annual dues are payable in advance of each membership year or on joining the section. Any member whose dues are in arrears for a period of 3 months will automatically be removed from this section.
ARTICLE III: Officers
Section 1. Officers. The officers of this section are a chair, chair-elect, secretary, treasurer, and vice-treasurer, elected by the executive council. The officers are collectively referred to as the Executive Board.
Section 2. Executive Council. The section’s executive council is composed of not less than 15 or more than 30 section members, including the chair, chair-elect, secretary, treasurer, vice-treasurer, and immediate past chair. All other past chairs of the International Law Section are voting ex officio members of the executive council.
Section 3. Duties of Officers. The duties of the officers are as follows.
(a) Chair. The chair presides at all section and executive council meetings. The chair appoints all committees and committee chairs with the approval or concurrence of the executive council, is responsible for all reports to be submitted to The Florida Bar or to the Board of Governors of The Florida Bar, and performs such other duties as customarily pertain to the office of chair. The chair is an ex-officio member of each section committee.
(b) Chair-elect. The chair-elect becomes chair in the event of the death, resignation, or failure of the chair to serve for any reason The chair-elect serves as acting chair only for the duration of the chair’s temporary disability or absence. The chair-elect is responsible for such other duties as the chair may designate. The chair-elect is an ex-officio member of each section committee.
(c) Secretary. The secretary is responsible for all permanent files and records of the section, including keeping accurate minutes of section and executive council meetings and all section committee reports. The secretary must furnish copies of all section and executive council minutes to the executive director of The Florida Bar.
(d) Treasurer. The treasurer has the responsibility of accounting for all section funds, and preparing annual financial statements under the supervision of the executive council.
(e) Vice Treasurer. The vice treasurer assists the treasurer with the treasurer’s responsibilities.
Section 4. Term of Office.
(a) Chair. The term of office of the chair begins at the conclusion of each annual meeting of the executive council during which the chair was elected and ends at the conclusion of the next annual meeting of the executive council, at which time the chair is automatically succeeded by the chair-elect.
(b) Chair-elect. The term of office of the chair-elect runs concurrently with that of the chair, beginning at the conclusion of the annual meeting of the executive council during which the chair-elect was elected, and ends at the conclusion of the next annual meeting of the executive council when the chair-elect becomes chair.
(c) Secretary. The term of office of the secretary begins at the conclusion of the annual meeting of the executive council during which the secretary was elected and ends at the conclusion of the next annual meeting of the executive council.
(d) Treasurer. The term of office of the treasurer begins at the conclusion of the annual meeting of the executive council during which the treasurer was elected treasurer and ends at the conclusion of the next annual meeting of the executive council.
(e) Vice Treasurer. The term of office of the vice treasurer begins at the conclusion of the annual meeting of the executive council during which the vice treasurer was elected and ends at the conclusion of the next annual meeting of the executive council.
(f) Executive Council. All members of the executive council serve for a term of 3 years, the terms of the members of the council being staggered so that one-third of the members take office at each annual executive council meeting. The executive council members’ terms begin at the conclusion of the annual meeting of the executive council following their election and end at the conclusion of the annual meeting of the executive council 3 years later.
ARTICLE IV: Duties and Powers of the Executive Council
Section 1. Governing Body. The executive council is the governing body of the section. It has general supervision and control of the affairs of the section, subject to the provisions of the Rules Regulating The Florida Bar, the Standing Board Policies of the Board of Governors, and these bylaws. The executive council may authorize the chair to appoint committees in addition to the standing committees named in these bylaws to perform those duties and exercise the power as the council may direct. The executive council appoints officers as required by these bylaws. As the governing body of the section, it is vested with the power and authority to formulate, fix, determine, and adopt matters of policy concerning the affairs and purposes of the section which are not inconsistent with the policies of The Florida Bar. All recommendations of the section to The Florida Bar, Board of Governors of The Florida Bar, any branch of the judiciary, or to any other group or body to which the recommendations may be directed, must first be approved by the executive council and, if made to other than the Board of Governors of The Florida Bar, the Board of Governors of The Florida Bar.
Section 2. Executive Board. The section has an executive board composed of the section officers, specifically the chair, chair-elect, secretary, treasurer, and vice-treasurer. The executive board is responsible for the daily operations of the section between the
regular or special executive council meetings, including but not limited to:
(i) preparing and approving the section’s annual budget; (ii) authorizing commitments or contracts that entail the payment of money subject to the section’s approved annual budget;
(iii) authorizing the expenditure of all section funds; and (iv) otherwise conducting all other section business. The executive board may approve budget amendments up to the amount permitted by The
Florida Bar’s Standing Board Policies. All material actions of the executive board taken on behalf of the executive council are subject to ratification by the executive council. The executive board may conduct its business by written correspondence, live or electronic
meetings, or telephone as authorized by the section chair.
Section 3. Quorum. A majority of the members of the executive council constitutes a quorum for the transaction of all executive council business. All ex officio members will be full voting members of the executive council, but ex officio members do not count
towards quorum. A majority of the voting members present (which, for the avoidance of doubt, includes the executive council members present and any ex officio members present and voting) as duly recorded by the secretary constitutes the binding action of the executive council.
Section 4. Meetings. The executive council conducts its business at regular and special meetings as provided for in these bylaws; provided, however, the business of the executive council between regular or special meetings may be conducted by correspondence as authorized by the chair. Members of the executive council must be
present at a meeting in order to vote. The chair of the section may, and on the request of any member of the executive council must, submit or cause to be submitted in writing, to each of the members of the council, any proposition on which the council may be authorized to act at scheduled regular or special meetings.
Section 5. Electronic Business Between Meetings. The executive council may conduct business at times other than at regular and special meetings using electronic means, including but not limited to email, as authorized by the chair. When a matter requires a
vote, the chair may direct that the vote be conducted via email or other electronic communication platform reasonably accessible to all eligible voting members. Notice of the proposed action must be delivered to all voting members with a reasonable deadline for response. A quorum, as defined for regular meetings of the
executive council, must be met for any vote conducted electronically to be valid. Votes submitted by email or other reasonably accessible electronic means must be counted and recorded by the secretary (or their designee), and the outcome must be reported to all
members of the executive council.
Section 6. Attendance. Any member of the executive council who misses 2 consecutive meetings, without prior approval of the chair or a show of good cause as determined in the sole discretion of the Executive Board, will lose executive council membership, and the secretary will notify the individual in writing within 30 days of the
second consecutive absence. An individual wishing to appeal the loss of executive council membership may appeal to the executive council in writing within 10 days of the notification, setting forth good cause for the 2 consecutive absences. After the executive council’s review of any appeal, at the next regularly scheduled meeting of the council, the secretary will notify the individual in writing of the outcome of the appeal. The attendance requirement does not include any meetings in which 30 days’ advance notice of the meeting
was not given to all executive council members.
ARTICLE V: Nomination and Election of Officers and Executive Council
Section 1. Election of Officers. The chair-elect, secretary, treasurer, and vice treasurer are nominated by the executive board. The chair and all nominated officers are elected by the executive council by majority vote at its annual section meeting.
Section 2. Election of Executive Council. The executive board submits nominations of the executive council members . Elections are held by secret ballot. Candidates are elected by the majority vote of those in attendance at the annual section meeting.
Section 3. Vacancies. The executive council fills permanent vacancies in any officer or executive council position for the balance of that position’s term at the next executive council meeting after the vacancy occurs of the executive council or by written consent of the majority of the executive council at the executive board’s direction, unless otherwise provided in these bylaws.
ARTICLE VI: Committees
Section 1. Standing Committees. The standing committees of the section are as follows:
(a) Foreign Legal Consultant Committee. This committee is responsible for qualifying foreign attorneys and recommending them to the Supreme Court of Florida to be certified as Foreign Legal Consultants under the Rules Regulating the Florida Bar.
(b) iLaw Conference Committee. This committee is responsible for
coordinating, organizing, and promoting an annual conference for the section focused on international law and affairs.
(c) International Law Quarterly Committee. This committee is responsible for organizing, editing, and publishing a periodic journal for the section focused on international law and affairs.
Section 2. Ad Hoc Committees. Ad hoc committees may be designated by the section chair as the chair deems appropriate for the year of the chair’s tenure.
ARTICLE VII: Meetings
Section 1. Annual Section Meeting. The section must hold an annual meeting. The meeting may be scheduled, at the executive board’s discretion, in conjunction with the annual convention of The Florida Bar. The section must give notice to all members as to the time and place of the annual section meeting at least 30 days before the meeting.
Section 2. Annual Executive Council Meeting. The executive council shall hold its annual meeting concurrently with or as soon as practicable after the annual section meeting.
Section 3. Other Meetings. The chair may hold any other regular or special executive council or section meetings only with 30-days advance notice to the membership.
ARTICLE VIII: Amendments
These bylaws may be amended only by the Board of Governors of The Florida Bar on recommendation of the section’s executive council.
ARTICLE IX: Legislative Policy
Section 1. General Purpose. The International Law Section may be involved in the legislative (or judicial or administrative) action that is significant to the judiciary, the administration of justice, the fundamental legal rights of the public or the interests of the section or its programs or functions, so long as that involvement is consistent with the policies outlined in this Article IX and consistent with the policies promulgated by The Florida Bar Board of Governors.
Section 2. Legislative Position. Any legislative, judicial, or administrative position of the section (referred to as legislative position) must be adopted in accordance with the provisions of this Article IX. During the course of the section’s activities, the chair or the chair’s designee must notify the executive director of The Florida Bar of the section’s approved legislative positions then in effect. These positions will be clearly identified as positions of the section only, at all times before legislative bodies and members, unless otherwise authorized by The Florida Bar Board of Governors.
Section 3. Legislation Committee. The section’s legislative committee is composed of 2 or more members appointed by the executive board and 1 member appointed by the chair for a specific legislative issue in order that the committee may draw on the expertise of particular members of the executive council related to specific pending legislation. At any time that the executive council cannot meet to adopt a legislative position before the time when legislative (or judicial or administrative) action is expected, the legislative committee has the authority to adopt a position of the section with respect to pending legislation. Any position thus taken must be reported to the executive council at its next scheduled meeting
and may be approved or rescinded under Section 4 of this Article IX.
Section 4. Procedures.
(a) Legislation Initiated By a Committee of the Section. Any proposed
legislation initiated by a committee of the section will be made agenda items and copies will be affixed to the agenda for distribution to all executive council members before or at the executive council meeting. Legislation initiated by a committee of the section will be considered in the same manner as any other matter for which a decision is requested of the executive council by a member of the council.
(b) Other Legislation. The section’s position on legislation not initiated by a committee of the section will be considered under the following procedure:
(1) The legislation committee will review all proposed legislation. The
legislation committee has the discretion to remove any item of proposed legislation from consideration by the executive council if the legislation committee finds that the proposed legislation is not within the discipline of the section.
(2) The legislative committee chair will provide all proposed legislation approved for executive council consideration by the legislative committee to the section chair for placement on the agenda and consideration by the executive council.
Section 5. Adoption of Legislative Position. The executive council, by a two-thirds vote of the members present, must find that a proposed legislative position is within the scope of the policy outlined in Section 1 of this Article IX and must approve the substance of the position proposed. No legislative position may be adopted by the section which is contrary to the policies of The Florida Bar Board of Governors. Once adopted, the section secretary must promptly [within 7 days] notify the executive director of The Florida Bar, in writing, of the section’s adoption of the legislative position and the section must otherwise comply with The Florida Bar’s policies. The section’s legislative position then may be advanced, unless the Board of Governors disapproves the legislative position. When time constraints require prompt action, the executive board of the section may act in lieu of a vote of the executive council. In an emergency, the president of The Florida Bar may act for the executive board. Once adopted by the section, a section legislative position remains in
effect until disapproved by the board of governors, or reversed or rescinded by a two-thirds vote of the section’s executive council. In lieu of, or in addition to, giving approval to support or oppose a particular legislative proposal, the executive council may, after debate
and consideration of the legislative proposal, adopt a concept of the position the section favors, and report this concept to the section lobbyist for distribution to the appropriate legislative, judicial, or administrative body.
Section 6. Expenses Incurred in Legislative Matters. The expenses incurred by members of the section in connection with legislative positions of the section generally are borne by the individual members involved, except that the section may pay expenses of
section members’ appearance at the request of the section’s lobbyist to attend legislative functions or to appear before various committees of the Florida Legislature to testify concerning proposed legislation, in accordance with the section’s budgetary policies, with
the prior approval of the section chair. The expenses of the section member’s appearance must be approved in advance by either the section chair, the chair of the legislative committee, or the treasurer, and the treasurer must be promptly notified of the amount of
the expenditure. The treasurer, with the advice of the chair, must allocate annually a portion of the section’s budget for legislative activities for executive council consideration and approval before preparation and adoption of the next year’s budget.
Section 7. Section Lobbyists. The section may retain a lobbyist to assist it in advancing its legislative positions under the requirements and approval of The Florida Bar Board of Governors. The section must submit to the board of governors information as it requires regarding such lobbyists. Section lobbyists must agree to communicate all proposed legislative developments to the executive director of The Florida Bar.
