Wisconsin Association of Criminal Defense Lawyers

BY-LAWS

As of June, 2004

ARTICLE I
NAME, SEAL, OFFICES

Section 1. NAME: The name of this organization is WACDL, Inc., the Wisconsin Association of Criminal Defense Lawyers.

Section 2. SEAL: The seal of this Association shall be that which is affixed to these By-Laws.

Section 3. OFFICES: The Association may have offices at such place as the Board of Directors may from time to time appoint.

ARTICLE II
OBJECTIVES AND PURPOSES

The association is formed exclusively for charitable, scientific and educational purposes including, without limitation, the following purposes:

1. To promote the proper administration of criminal justice; to foster and maintain the integrity, independence and expertise of the defense lawyer in criminal cases; and to encourage an unyielding concern for the protection of individual rights and due process;
2. To promote study and research in the field of criminal defense law and the related arts;
3. To disseminate by lecture, seminars and publication, the advancement of the knowledge of the law as it relates to the field of criminal defense practice and the related arts; and
4. To foster periodic meetings of the defense lawyers and to provide a forum for the material exchange of information regarding the administration of criminal justice and thereby concern itself with the protection of individual rights and the improvement of criminal law, and the related arts, its practice and procedures.

ARTICLE III
MEMBERSHIP

Section 1. REGULAR MEMBERSHIP:

1. Regular membership in the Association shall be available to those lawyers of professional competency, integrity and good moral character; who are engaged in the defense of criminal cases and are committed to the fair administration of justice and the defense of individuals accused of crime.
2. Application for Membership shall be made on a form prescribed by the Board of Directors. All applications shall be subject to approval by the President or Executive Director, acting for the Board of Directors.

Section 2. AUXILIARY AND LAW STUDENT MEMBERSHIP: Auxiliary and law student membership in the association shall be available to those non-lawyers of integrity and moral character who support the association's purpose and objective. Auxiliary and law student members shall have access to member benefits and publications on the same standing with other members. Law students are exempt from membership dues.

Section 3. HONORARY MEMBERS:

1. Any person who shall have made an outstanding contribution to the public welfare and aided in the achievement of the goals of this Association may be proposed for Honorary Membership by five (5) regular members of the Association.
2. The proposal for an Honorary Membership shall be made in writing, subscribed by five (5) members and submitted to the President of the Association.
3. An affirmative vote of the majority of the Board of Directors shall be required to elect any Honorary Member.
4. In any given year, no more than two (2) Honorary Members may be elected.
5. In addition to Sub-Section (d), a Regular Member of the Association who is elected or appointed to the Judiciary or Legislature may thereafter become an Honorary Member.

Section 4. CHARTER MEMBERS: The Charter Members of the Association shall consist of those persons who paid annual dues prior to March 28, 1986, and whose membership applications were subsequently approved by the Board of Directors.

Section 5. VOTING: Each member in good standing shall be entitled to one (1) vote at the Association's proceedings. Honorary, auxiliary and law student members shall not be entitled to vote at any of the Association's proceedings.

Section 6. REVOCATION OF MEMBERSHIP: Membership of all classes and categories may be revoked for good cause by a vote calling for such revocation by three-quarters (3/4) vote of the members of the Board of Directors. Motion for revocation may only be entertained after notice to the membership and due process.

ARTICLE IV
OFFICERS

Section 1. DESIGNATION: The elected officers of the Association shall consist of a President, a President-Elect, a Vice-president and Secretary. In addition to the elected officers of the Association, there shall be appointed by the Executive Committee immediately following the annual meeting of the Association, a Treasurer. The Treasurer shall have a vote and be on the Executive Committee.

Section 2. QUALIFICATIONS: Honorary, auxiliary and law student members shall not be eligible to become elected officers of the Association. Eligibility for election to office in the Association shall be extended to all other classes and categories of the Membership.

Section 3. ELECTION AND TERM OF OFFICE:

1. Elected Officers: The initial elected officers of the Association shall be elected by ballot by the Association and shall hold office until the second annual meeting of the Association and until their successors are elected and qualified. Thereafter, the elected officers of the Association with the exception set forth in Paragraph (b) of this Section, shall serve terms of office of two (2) years
2. President-Elect: At the end of the term of the President, the President-Elect shall automatically become President of the Association and shall serve as President for a period of two (2) years in addition to any period of time necessary to fulfill the unexpired term of his/her predecessor, who may have died, resigned or been removed from office.

Section 4. REMOVAL: In addition to the provision of Section 5 of this Article, an officer may be removed for cause by a majority vote of the Board of Directors at the next lawfully called meeting. The procedure to be used in removals for cause shall be that which is set out in Article V, Section 6 (FORFEITURE).

Section 5. ABSENCE: An officer shall not accept office unless that person attends all meetings called in the absence of illness, personal problems or official court business. In any event, that person shall be officially excused by the President, or his/her designee forty-eight (48) hours before required attendance. Failure to be officially excused twice during that person's term shall be an automatic forfeiture of the office and the unexpired term shall be filled by majority vote of the Board of Directors at the next lawfully called meeting.

Section 6. DUTIES OF ELECTED OFFICERS: The duties and powers of the elected officers of the Association shall be as follows:

1. President: The President shall be the Chief Executive Officer of the Association, and it shall be his/her responsibility to oversee and coordinate the activities of the Association and to preside at its meetings. He/she shall be the spokesperson for the Association and whenever practicable, shall publicly appear for the Association and speak its policies. He/she shall organize the annual meetings of the Association at the place designed by the Board of Directors. He/she shall have responsibility for all facets of said meeting upon asking and receiving the advice of the Board of Directors.
2. President-Elect: The President-Elect of the Association shall assist the President in the performance of his/her duties and shall also perform such other duties as may be prescribed for him/her by the Board of Directors
   
   In the case of the absence of the President, he/she shall act as Chief Executive Officer of the Association.
   
   In case of the death of the President or in the event of his/her resignation or removal from office, the powers and duties of the President shall devolve upon the President-Elect who shall conclude the term of office of the President in accordance with the provision of these By-Laws.
3. Vice President: The Vice President shall assist the President and the President-Elect in the performance of his/her and their duties and perform such other duties as may be prescribed for him/her by the Board of Directors. In the event of the death, incapacity, resignation, or removal from office of both the President and President-Elect, the Vice President shall fulfill the unexpired term of both officers and assume the duties of the office of the President.
4. Secretary: The Secretary shall attend and keep minutes of all meetings of the Association and shall have other powers and perform such other duties as are incident to the office of the Secretary or as may be assigned to him/her from time to time by the Board of Directors or by the President.

Section 7. DUTIES OF THE APPOINTED OFFICERS: The duties of appointed officers are:

1. Executive Director: The Executive Director shall be the managing officer of the Association and it shall be his/her responsibility to effectuate the policies of the Association as dictated by the Board of Directors. Within limits defined by the policies of the Board of Directors, he/she shall be empowered to do all of the day-to-day acts and make all of the day-to-day decisions which shall, in his/her discretion be deemed necessary to the achievement of the ends of the Association.
   
   The Executive Director shall:
   1. Supervise, engage or dismiss in his/her discretion, the subordinate employees of the Association;
   2. Organize and facilitate the annual meeting of the membership and all regularly scheduled meetings of the Board of Directors;
   3. Report to the President, either by mail or in person each month;
   The Executive Director shall serve at the pleasure of the Board of Directors and may be required to execute a surety bond in an amount and at such time as the Board of Directors determines.
2. Treasurer: That person shall serve at the pleasure of the Executive Committee and at the expense of the Association. The duties of the Treasurer are to maintain the funds and pay the obligations of the Association as directed by the Board of Directors. The Treasurer may, at the discretion of the Board, be required to execute bond in an amount fixed by the Board of Directors so as to insure the safety of the funds of the Association.

Section 8. EXECUTIVE COMMITTEE. The purpose of the Executive Committee of the Wisconsin Association of Criminal Defense Lawyers shall be to act on Association business and transactions during the interim periods between Board of Director's meetings. The Executive Committee shall consist of the President, Immediate Past President, President-Elect, Vice President, Secretary and Treasurer. The Executive Committee shall be charged with the duty of reviewing applications for the position of Executive Director of the Association. The Executive Committee shall, prior to the annual meeting of the Association, review the performance of the current Executive Director and determine whether he/she shall be recommended for a successive term of office.

ARTICLE V
BOARD OF DIRECTORS

Section 1. NUMBER OF MEMBERS: The Board of Directors shall consist of 25 members of the Association, in addition to members of the Executive Committee.

1. The Board will be comprised of two (2) members selected from each of the state's ten (10) judicial districts. The appropriate judicial district may be determined by a candidate's principal office or his/her residence.
2. There will be five (5) at large members of the Board of Directors selected from the membership at large. These members will be appointed by the Board of Directors at the first meeting following the board members' general election.

Section 2. POWERS: The Board of Directors shall manage the business and affairs of the Association. Any act of a majority of the voting Directors present at a meeting shall be the act of the Board of Directors.

Section 3. TERM OF OFFICE:

1. The term of office for district directors shall be two (2) years. However, for the first year, the two board members from each district shall draw straws between themselves to determine which individual will serve a one (1) year and which individual will serve a two (2) year term.
2. The five (5) "at large" directors shall serve for a term of office of one (1) year.

Section 4. ABSENCE: A director shall not accept office unless that Director intends to attend all meetings. A Director will be deemed to have resigned unless he/she attends at least two Board meetings each year, unless he/she has submitted in writing an excuse and it has been approved by the President. Any unexpired term of a Director who has resigned shall be declared vacant and shall be filled by a majority vote of the Board of Directors at the next lawfully called meeting. The request for reinstatement may be made either by the Director deemed to have resigned or by another Director.

Section 5. FORFEITURE: When a seat on the Board of Directors has been declared vacant, the following procedure shall govern when the Board member contests his/her removal:

1. The Secretary shall notify that person of forfeiture of his/her seat on the Board of Directors. A response and request for personal appearance must be submitted to the President within thirty (30) days of the date the notice was mailed.
2. Copies of the response shall be provided to all members of the Board of Directors.
3. The Board of Directors may vote to reinstate a Board Member by a Majority vote of those in attendance at the next regular meeting of the Board of Directors.
4. The unexpired term of a Board Member who is not reinstated shall be filled by a majority vote of the Board of Directors.

Section 6. QUORUM: At each meeting of the Board of Directors, a majority of the voting members of the Board shall constitute a quorum of the transaction of business.

Section 7. DEFINITION OF "MAJORITY": For the purpose of determining the presence or absence of a quorum, duly elected Past Presidents of the Association shall not be counted. All Past-Presidents of the Association, however, shall be eligible to vote at all regular and Board of Director's meetings of the Association as long as they are members in good standing. (Members in good standing are members whose yearly dues are paid.)

Section 8. ORGANIZATION: The President of the Association shall serve as Chairman of the meetings of the Board of Directors. In the absence of the President, the President-Elect shall serve as Chairman. The Secretary of the Association shall act as Secretary of the Board of Directors.

Section 9. PROCEDURE: The Board of Directors may act at meetings or by mail addressed to the President or Executive Director of the Association.

Section 10. MEETINGS: The Board of Directors shall meet immediately after the annual meeting of the Association at the site of the annual meeting. There should be at least four (4) regular meetings during the year at a location determined by the Board of Directors upon written consent as to time and place by a majority of the Members of the Board.

Section 11. REMOVAL: A Director may be removed for cause by a vote calling for such removal by three-quarters (3/4) vote of the members of the Board of Directors.

ARTICLE VI
NOMINATIONS AND ELECTIONS

Section 1. NOMINATING COMMITTEE: The President-Elect shall appoint a Nominating Committee consisting of at least five (5) members of the Association, three (3) of whom shall not be officers of the Association and, if practical, none of whom shall be from the same Judicial Circuit. The President-Elect shall designate the Chair Person of such committee. Honorary and Auxiliary members shall not be eligible to serve on the committee. The duty of the Nominating Committee shall be to nominate candidates for election as Directors and Officers at the next annual meeting of the Association.

Section 2. NOTICE: The nominating Committee shall notify the Executive Director in writing no less than seventy-five (75) days before the date of the annual meeting of the Association the names of the candidates it nominates. The Executive Director shall mail a copy of a list of such candidates and the names of the petitioned candidates to the last recorded address of each voting member simultaneously with the notice of the annual meeting.

Section 3. OTHER NOMINATIONS: Any member of the Association qualified to vote may nominate any other member qualified to hold office by forwarding to the Executive director, a written petition for such nomination signed by any member in good standing no later than forty-five (45) days prior to the said annual business meeting. The Executive Director shall, immediately upon receipt of the nominations by petition, notify each opponent of such candidacy by telephone and mail.

Section 4. ELECTIONS COMMITTEE: The President shall appoint an Elections Committee of no less than five (5) members, none of whom shall be from the same Judicial Circuit. The Committee shall promulgate fair rules for conducting the elections, which rules must be approved by the Board of Directors at its regular meeting not less than seventy-five (75) days preceding the annual meeting of the Association. It will be the duty of the Elections Committee to count the valid ballots and certify the results to the Chair Person of the Elections Committee. Upon a majority vote of the Board of Directors this duty may be delegated to the Executive Director.

Section 5. VOTING: Written ballots shall be mailed to members in good standing no later than thirty-five (35) days prior to the annual meeting of the Association. Ballots, to be valid, must be received by the Executive Director from the members no later than five (5) days before the annual meeting of the Association. Each member, in good-standing, shall be entitled to one vote for each contested race. A plurality of votes cast shall elect. The Secretary shall announce the voting results at the annual meeting of the Association.

ARTICLE VII
MEETINGS

Section 1. TIME AND PLACE: The annual meetings of the Association shall be held at such time and place as may be fixed by the Board of Directors. A semi-annual meeting may be held when, in the opinion of the President or the Board of Directors, the press of business requires such a meeting for discussion of Association business or to forward the education objective of the Association.

The meeting shall be held at such time and place as may be fixed by the President with the concurrence of the Board of Directors.

Section 2. QUORUM: Those members who are eligible to vote and are present at any annual or semi-annual meeting of the Association shall constitute a quorum for the transaction of business at said meetings.

Section 3. PROGRAM: The program of the annual meeting shall be devoted primarily to the furtherance of the aims, purposes and objectives of the Association.

ARTICLE VIII
FISCAL YEAR

The fiscal year of the Association shall begin on the first day of July and end on the last day of June in each year.

ARTICLE IX
FINANCES

Section 1. ANNUAL DUES: The annual dues of all classes of membership shall be set by the Board of Directors.

Section 2. PAYMENTS OF DUES:

1. New Members: Dues are payable upon tendering of an application for membership and its acceptance.
2. Old Members: Dues are payable in advance of the new fiscal years.

ARTICLE X
DISSOLUTION OF ASSETS

In the event this Association should dissolve, its physical assets shall be sold and along with its liquid assets they shall be distributed to a charitable organization whose primary objectives are the furtherance of criminal justice. Said distribution shall be determined by a majority vote of the Board of Directors then in office.

ARTICLE XI
AMENDMENTS

Section 1. NOTICE: These By-Laws may be amended by a majority vote of the members who are eligible to vote and are present at any annual or semi-annual meeting PROVIDED that copies of each proposed amendment shall have been mailed to all members present and eligible to vote or published in an issue of the Association's official journal at least ten (10) days in advance of the annual or semi-annual meeting at which such action is proposed to be taken.

Section 2. WAIVER: The notice required by Section of this Article can be waived by the unanimous vote of those members present and voting at such annual meeting.

ARTICLE XII
VACANCY

In the event that an Officer, Officer-Elect, or Director is incapable of serving and will remain so for a substantial period of his/her time, such person shall be deemed to have vacated his/her office. The determination of said vacancy shall be made by a majority of the voting members of the Board of Directors actually present at the scheduled meeting. Upon such determination, the vacancy so created shall be filled in accordance with these By-Laws.

ARTICLE XIII
STANDING COMMITTEES

Standing Committees shall have a membership of not less than three (3) persons who are members in good standing and shall be appointed to such position by the Present-Elect thirty (30) days before the commencement of his term as President. Persons so appointed shall serve during the same term as President. The Standing Committees shall be:

1. Amicus Curiae
2. Annual Meeting/Seminars
3. Finance
4. Lawyer's Assistance
5. Legislature
6. Nominating
7. Public Relations
8. Newsletter/Publications
9. Liaison with Law Students and other Bar Organizations
10. Criminal Justice Ethics
11. Membership Services

ARTICLE XIV
NOTICE OF AMENDMENTS TO BY-LAWS

When and if these By-Laws are amended, notice of such amendments shall be given to all members in good standing in the next edition of the Association Newsletter.