Minnesota Association of litigation support professionals

Log in

By-laws of the minnesota association of litigation support professionals

As adopted by the Charter Members

November 14,1990

and amended by the Members

March 21, 1991

and amended by the Members

June 9, 1994

and amended by the Members

October 17, 2001

and amended by the Members

October 25, 2007

and amended by the Members

April 15, 2010

and amended by the Members

November 5, 2015

Article I

Name and Office

A. The name of the organization is the Minnesota Association of Litigation Support Professionals ("MALSP").

B. The mailing address of MALSP: see Exhibit A.

Article II

Purposes of the Association

The purposes of the Association are:

A. To function as an advocate for the development of the profession of litigation support management.

B. To contribute, within the scope of the profession, to the quality and efficiency of the delivery of legal services.

C. To be a primary educational resource for member organizations and to further the understanding of litigation support technology and services within the membership and the legal community as a whole.

D. To provide a forum in which members can exchange personal viewpoints and experiences relating to litigation support.

Article III

Membership

A. General

1. Any member regardless of class or level of membership is entitled to request and receive a copy of these By-laws.

2. Any dispute regarding application or denial of membership shall be resolved by a vote of the MALSP Board of Directors (the "Board") after consideration of all relevant material. The decision of the Board is final.

3. Any dispute regarding the specific class of membership available to a prospective member shall be resolved by a vote of the Board after consideration of all relevant material. The decision of the Board is final.

4. Membership is the property of the person, firm or corporation who pays membership fees to MALSP.

5. Annual dues can be paid any time of the year, but will only apply through December 31st of that calendar year. With the new calendar year, new fees are due. The member will have to pay the guest fee if he/she attends an event prior to submitting membership payment. An attendee must pay membership dues or a guest fee in order to attend meetings or receive invitations to meetings. Any membership suspended because of delinquent dues may be reinstated upon payment of current dues. If a member resigns, no refund of dues shall be made.

a. Event invitations will be sent to the previous year's membership list plus any renewed members until February 28th of the subsequent year. After that point, invitations will be sent only to paid members for that year.

b. Collection and tracking of due payments and membership status is the responsibility of the presiding Secretary, with punitive measures such as a membership suspension being the responsibility of the presiding President.

6. MALSP has three classes of members: "Regular", “Unaffiliated” and "Vendor".

7. Membership shall be valid until such time that the qualifications are no longer met for the appropriate class of membership. At that time, the membership is available for use by someone else at the organization that paid for the membership. If a member expects his/her status to change, he/she should notify the Board in writing (email is fine).

B. Regular Membership

1. Regular membership in MALSP is available to any person who is employed by a law firm, corporate law department, government, judicial or legal agency, or any other organization devoted primarily to the practice of law, regardless of the title by which the person is classified within the organization. To qualify for Regular membership, a person must be responsible for duties related to litigation support, the use of organized systems to assist in the analysis of facts and issues involved in the practice of law. Such duties must not include the sale of any such services or related products.

2. Any person who meets the criteria for Regular membership may become a Regular member upon making application and paying relevant dues as determined by the Board.

3. Regular members shall have full voting privileges and are eligible for elective office.

C. Unaffiliated Membership

1. Unaffiliated membership shall be available to those persons who employment is in transition or who is currently enrolled in school.

2. Any person who meets the criteria for Unaffiliated membership may become an Unaffiliated member upon submitting an application and paying such dues as determined by the Board.

3. Unaffiliated members are not eligible to vote or hold elective office, but may attend Special meetings held for Regular/Associate members.

D. Vendor Membership

1. Vendor membership shall be available to those persons currently employed by an entity "Company" whose business is the marketing or supplying of products or services to the legal profession within the State of Minnesota, who do not meet the criteria for Regular or Associate membership and are not expressly prohibited from membership pursuant to these By-laws.

2. Vendor members will be allowed to attend membership meetings as determined by the Board.

3. Any person who meets the criteria for Vendor membership may become a Vendor member upon making application and paying such dues as determined by the Board.

4. Vendor members are not eligible to vote, to hold elective office, to chair a standing committee, or to attend Special meetings held for Regular/Associate members.

5. Vendor members will not have access to MALSP member contact information.

E. Guests

1. Guests are welcome to attend MALSP meetings, if they pay the guest fee prior to or at the meeting they want to attend.

2. Guests will not receive emailed invitations to the events; they can receive event information at www.mnalsp.org

3. Guests are not eligible to vote, to attend Special Meetings (that are intended for Regular and/or Associates members only), to hold office, or chair standing committees.

4. Guests will not have access to MALSP member contact information.

Article IV

Board of Directors and Officers

A. Generally

1. General control and administration of the activities, funds, membership property and programs of MALSP shall be vested in the Board composed as specified in this article.

2. The Board consists of the officers of MALSP who are voting members.

3. The officers of MALSP are the President, Vice President, Treasurer, Secretary, Director of Special Projects, and Director of Vendor Relations. Board membership is open to any Regular member who is nominated by a Regular member and elected by ballot by the Regular members. No person shall hold more than one office concurrently. Should a Board member's status as a Regular member change, his/her term in that office shall end. A Board member, whose status has changed, must notify the Board immediately and will have 30 days to wrap up their duties if their change in status prohibits them from serving on the Board.

4. The officers shall be elected by mail/e-mail ballot each year prior to the end of each calendar year. The presentation of all new officers shall take place at the first Full meeting following the election.

5. The officers shall serve a one-year term beginning on January 1st and ending on December 31st.

6. Following the first year of existence of MALSP, candidates for the office of President must have served one term of office on the Board within the past 5 years, unless all such eligible people refuse nomination.

7. If the President is unable to complete his/her elected term of office, for any reason, the Vice President shall fill the vacancy for the balance of the unexpired term of office.

8. Any other vacancy occurring on the Board shall be filled by a Regular voting member approved by a majority vote of the remaining members of the Board within ninety (90) days for the remaining period of the unexpired term. An existing Board member that desires to assume the newly vacant role, thus shifting the available seat to their own, may do so at this time, upon Board approval.

9. Elected Board members shall serve without payment of salary or other preferential treatment that would affect his/her ability to serve impartially.

10. If an apparent conflict of interest arises for an elected Board member, the Board will vote to determine if a conflict exists; and if so, will determine appropriate measures to resolve it. Additionally, elected Board members have a responsibility to proactively disclose any potential conflicts to the Board, allowing for discussion and potential action.

11. A majority of the voting members of the Board shall constitute a quorum for the transaction of business at any Board meeting.

12. The President shall serve as chair of meetings of the Board. In the President's absence, the Vice President shall preside. In the event of a tie vote, the presiding officer's vote shall be counted to break the tie.

13. The Board shall meet no less frequently than monthly. These meetings may be conducted by conference call. Notice of a meeting must be given by the President or Secretary to all Board members at least seven (7) days prior to the date of a meeting.

14. In addition to its regularly scheduled meetings, the Board may, at its discretion and without notice to general members, call a Special Board Meeting which may exclude non-Board members.

15. A Board member may be removed from the Board if he/she fails to attend three consecutive meetings of the Board or MALSP, or for other cause, upon the unanimous vote of all the remaining members of the Board. Such removal shall be effective at such time as the Board may determine. The notice of any Board meeting at which such action is contemplated shall contain a notice of the proposed termination and the Board member whose status is being challenged shall receive written notification at least thirty (30) days prior to the date of such meeting.

16. No officer shall serve in the same office for more than two consecutive years without receiving a two-thirds vote of the Regular membership for such subsequent office.

17. When attending professional events, all elected Board members should be mindful of their role as a representative of MALSP.

B. The Duties of the Officers

The officers perform those duties that are usual to their position and that are assigned to them by the Board, and may include:

1. President

(a) Chair of all meetings of MALSP and Board of Directors (unless he/she arranges for another Board member to chair a meeting)

(b) Serve as chief representative of MALSP at other meetings

(c) Serve as chief spokesperson for MALSP

(d) Coordinate the activities of MALSP

2. Vice President

(a) Serve as assistant to the President

(b) If the President is unable to complete his/her elected term of office, for any reason, the Vice President shall fill the vacancy for the balance of the unexpired term of office

(c) Coordinate a review of By-laws by the Board as deemed necessary by the Board, not to exceed 5 years between reviews

(d) Coordinate the activities of MALSP

(e) Other duties as assigned by the President

3. Treasurer

(a) Receive, deposit, and record all funds belonging to MALSP

1. All checks written for any amount greater than $1,000.00 will require the approval or signatures of both the President and the Treasurer

(b) Prepare and sign checks in payment of bills authorized for payment on behalf of MALSP

(c) Maintain the financial records of MALSP

(d) Coordinate the activities of MALSP

(e) At the expiration of his/her term, he/she shall deliver all records and monies belonging to the Corporation to his/her successor

(f) Has a fiduciary duty to MALSP

(g) He/she shall serve without bond

(h) Provide monthly (verbal or written) financial report at each Board Meeting

(i) Provide quarterly (verbal) financial report at MALSP meeting

(j) Other duties as assigned, by the President

4. Secretary

(a) Keep minutes of all meetings of MALSP and Board of Directors and distribute the latter within a week of the meeting.

(b) Issue notices of meetings of MALSP and of the Board of Directors to all members as specified in Articles III of these By-laws

(c) Maintain an electronic version of MALSP's administrative records including all membership records and relevant calendars

(d) Coordinate with Board members and others designated by the Board to produce and process Association mailings

(e) Coordinate the election process

(f) Coordinate the activities of MALSP

(g) Submit invoices to guests

(h) Update MALSP Policies pertaining to Regular, Associate, Unaffiliated members as the Board deems necessary

(i) Retrieve mail delivered to MALSP mailbox and maintain possession of mailbox key

(j) Create and circulate to the Board, monthly Board meeting agenda

(k) Other duties as assigned by the President

5. Director- Special Projects

a) Act as editor of the MALSP website

b) Coordinate marketing/publicity efforts with the President

c) Connect with lapsed members to discuss interest in renewal

d) Coordinate the activities of MALSP

e) Other duties as assigned by the President

6. Director - Vendor Relations

a) Identify, build and maintain relationships with businesses that supply products or services to the legal profession

b) Field demonstration and speaking requests

c) Maintain contact throughout the legal products/services community to ensure that MALSP has access to current services and technology and to provide a resource pool for MALSP members.

d) Coordinate the activities of MALSP

e) Update MALSP Policies pertaining to Vendor members as the Board deems necessary

f) Other duties as assigned by the President

Article V

Meetings of Members and Guests

A. Full Meetings. There shall be a meeting of the members of MALSP at least quarterly. Additional meetings may be held at the discretion of the Board. Non-members may attend Full meetings if they pay the guest fee upon arrival.

B. Special Meetings. Special meetings may be called up to 4 times a year by the President, provided that there are at least 4 Full meetings that same year.

C. Notice of Meetings. Written notice of all meetings shall state the agenda, place, date, and hour of such meetings, and shall be delivered, either personally, by email or by mail, to each member. Unless otherwise stated herein, notices shall be given no less that five (5) days before the date of such meetings. A notice of a meeting shall be deemed delivered when the above qualifications are met.

D. Quorum. Regular members of MALSP holding one third of the vote entitled to be cast, represented in person or by proxy; shall constitute a quorum.

E. Voting. An affirmative majority vote of those Regular members who attend the meeting, in person or by proxy, is required to approve any action.

F. Proxies. Voting by written proxy shall be allowed at any meeting of the members of MALSP. No proxy dated more than sixty (60) days prior to a meeting shall be valid.

Article VI

Committees

A. The Board may from time to time, by majority vote, appoint regular or special committees, or discontinue any such committee.

B. The Board shall appoint Regular members as committee Chairs by affirmative majority vote. Committee members shall be chosen by the Committee Chair.

C. The President and Vice President shall be ex-officio members of all committees.

Article VII

Elections

A. Election administration shall be the responsibility of the Secretary.

B. The Secretary shall prepare a ballot containing the report of the nominations. Ballots shall be e-mailed to the membership at least thirty (30) days before the election. Any ballots not in conformity with the rules for voting as stated on the ballot shall not be counted. The Secretary shall tabulate the results of an election with another Board member's secondary review.

Article VIII

Fiscal Year

A. The fiscal year of MALSP shall begin on the 1st of January and end on the 31st of December.

Article IX

Amendments

A. In order to amend these By-laws, a written resolution proposing the amendment must be submitted to the Board.

B. The resolution will be recommended for presentation to the membership only after approved by an affirmative majority of vote of the Board.

C. Members must be given fifteen (15) days notice of any membership meeting at which there will be a vote to adopt or to repeal any amendment presented by the Board.

D. Amendments to these By-laws will be adopted only after an affirmative majority vote of those Regular members attending the meeting, either in person or by proxy; said majority must comprise at least one third the Regular membership.

E. Amendments can be made no more than once a calendar year.

F. Every one to five years, the Board will review the By Laws for outdated material and provide proposed Amendments if need be.

Article X

Dissolution

A. The Board may adopt a resolution recommending MALSP be dissolved and direct the question of such dissolution to a vote by Regular members at a membership meeting. MALSP may be dissolved by an affirmative majority vote of at least two-thirds of the votes which members present at such membership meeting, in person or by proxy, are entitled to cast; said majority must comprise at least one third of the Regular membership.

B. Members must be given fifteen (15) days written notice of any membership meeting at which there will be a vote to adopt a resolution for dissolution.

C. In the event of dissolution of MALSP, the Board or committee appointed by the Board shall be responsible for its liquidation.

D. In the case of dissolution of MALSP, the Board shall authorize the payment of all indebtedness of MALSP.

E. In the case of dissolution of MALSP, any funds remaining in the Treasury after payment of all indebtedness shall be distributed to a local non-profit charity organization approved by affirmative majority vote of the Board.

Article XI

Law to Apply

A. In the event of any dispute as to the meaning of any term or phrase contained herein, Minnesota law shall be held to apply.

B. These By-laws are intended to be liberally construed.

C. All policies and activities of MALSP shall be consistent with:

(a) applicable federal, state and local antitrust, trade regulation or other legal requirements; and

(b) applicable tax-exemption requirements including the requirements that the Chapter not be organized for profit and that no part of its net earnings inure to the benefit of any private individual.

Article XII

Severability

A. If any paragraph or portion thereof shall be held to be invalid, all other paragraphs hereof shall continue in force and effect.

These By-laws were adopted on November 5, 2015 at the Board meeting of the Minnesota Association of Litigation Support Professionals.

/s

---------------------------------------

Catherine Bergeland-Leonard

President

/s

---------------------------------------

Brigid Volk

Secretary

Exhibit A

P.O. Box #150

40 S. 7th St., Suite 212

Minneapolis, MN 55402


Email Us At:
mnalsp@gmail.com

MALSP is a 317A Non-Profit Corporation

Mailbox:
Minnesota Association of Litigation Support Professionals
P.O. Box 2323
Minneapolis, MN 55402

Powered by Wild Apricot Membership Software