ARTICLE I - Name
ARTICLE II - Purpose
ARTICLE III - Members
ARTICLE IV - Officers and Council
ARTICLE V - Committees
ARTICLE VI - Meetings
ARTICLE VII - Dues, Finances, and Records
ARTICLE VIII - Action by Section
ARTICLE IX - Property
ARTICLE X - Amendments

Name

The name of this Section shall be “The Intellectual Property Law Section of the State Bar of Texas.”

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ARTICLE II

Purpose

The purpose of this Section shall be to promote the objectives of the State Bar of Texas within the field of Intellectual Property Law, and to that end, to take such action as may be appropriate thereto, all subject to the By-Laws of this Section and the laws, rules of court and regulations of the State Bar of Texas adopted in accordance with such laws and rules.

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ARTICLE III

Members

Section 1. Active Members. Any member of the State Bar of Texas, in good standing shall be eligible and may become a member of this Section upon application and payment of the required dues.

Section 2. Honorary Members. Qualified persons may be proposed for Honorary Membership and upon approval by the Council shall be enrolled as Honorary Members of the Section for one (1) year unless otherwise specified. Honorary Members shall be entitled to all of the privileges of the Section, except that of voting and holding office, and shall be exempt from paying dues.

Section 3. Application for active membership to the Section shall be made to the Secretary and shall set forth that the applicant is a member in good standing of the State Bar of Texas and shall be accompanied by the required dues.

Section 4. Non-Voting Ex Officio Members. The President-Elect and Vice President of the State Bar of Texas shall be ex officio, non-voting members of the Section and the Section Council.

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ARTICLE IV

Officers and Council

Section 1(a). The Officers of this Section shall be Chair, Chair-Elect, Vice-Chair, Secretary, Treasurer, Website Officer, and Newsletter Officer, who shall perform the usual duties of their offices and the duties hereafter specified. These Officers, together with the Immediate Past Chair and nine (9) At-Large Members of Council shall constitute the Council and have general charge of the affairs, funds and property of the Section. In addition to his other duties, the Chair-Elect will also serve as, and have the duties of, a first Vice-Chair, and shall serve as Chair of the Convention Arrangements and Program Committee.

Section 1(b). Emergency Action of the Council. The Council may take such emergency action as it deems necessary in behalf of the Intellectual Property Law Section of the State Bar of Texas, if the Council determines that an emergency exists which dictates that action by the Section be taken between meetings of the Section and within three (3) weeks of such determination. Any such emergency action taken by the Council shall be promptly reported to the members of the Section.

Section 1(c). Election of Officers and Council. The Officers other than Chair shall be elected at the annual meeting of the Section. All Officers and the Immediate Past Chair shall serve from adjournment of the meeting for one (1) year. Three (3) At-Large Members of Council shall be elected each year to serve a term of three (3) years. All Members of Council shall serve until their successors have been elected and qualified. The Chair-Elect shall become chair at the adjournment of the succeeding annual meeting after the date of his installation as Chair-Elect. The Council may, at its discretion, fill the vacancy of any elected office except that of Chair-Elect for the balance of the unexpired term. In the event of a vacancy in the office of Chair-Elect, a Chair shall be elected by the membership at the next annual meeting.

Section 2(a). The Chair shall appoint a Nominating Committee to consist of at least three (3) members, not Officers, not less than sixty (60) days before the annual meeting. It shall be the duty of the Nominating Committee to select and prepare a slate of candidates, one for each of the various offices to be filled at the annual election. The Nominating Committee shall report, after obtaining consent of each member selected to undertake the duties of the office if elected, its proposed slate to the Secretary at least thirty (30) days prior to the annual meeting, and the Secretary shall forthwith notify all members. Additional nominations may be made from the floor at the annual meeting.

Section 2(b). After the nominations for each office are closed by the Chair, or other presiding officer, a vote shall be taken for that office. In the event of a contest for any office, a secret ballot shall be used. An election to any office requires a majority of the votes cast, and if more than two (2) candidates are nominated for any office and no candidate so nominated receives a majority of the votes cast upon the first ballot, then the two (2) candidates receiving the largest number of votes cast upon such first ballot shall be voted upon again, and the candidate receiving a majority of the votes cast upon such second ballot shall be declared elected to the particular office.

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ARTICLE V

Committees

Section 1. The Standing Committees of the Section shall be (1) Patent Legislation/PTO Practice, (2) Ethics and Unauthorized Practice, (3) Public Relations, (4) Trademark Legislation/PTO Practice, (5) Copyright, (6) By-Laws, (7) International Law, (8) Convention Arrangement and Program, (9) Nominating, (10) Unfair Competition and Trade Secrets, (11) Antitrust, (12) Membership, (13) Newsletter, (14) Inventor Recognition, (15) Opinions, (16) Continuing Legal Education, (17) Electronic and Computer Law, (18) Intellectual Property Litigation, (19) Alternative Dispute Resolution and (20) Website.

Section 2. All committee members, except as otherwise provided herein, shall be appointed by the Chair. Special committees may be established by the Chair as needed. Members of the Council and any other members of the Section may serve as chairman of standing and special committees. The immediate past chairman of any committee shall automatically become a member of any such committee for the next succeeding year.

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ARTICLE VI

Meetings

Section 1. The annual meeting of the Section shall be held concurrently with the annual meeting and convention of the State Bar of Texas, and other meetings of the Section may be held from time to time on the call of the Chair or Chair-Elect or of any three (3) members of the Council or of any ten (10) active members of the Section. The Secretary shall give all members at least ten (10) days notice in writing of any called meeting.

Section 2. At any meeting of the Section, twenty-five (25) active members shall constitute a quorum.

Section 3. The procedure at all meetings of this Section shall be governed by Robert’s Rules of Order unless otherwise provided herein.

Section 4(a). Voting on Resolutions, Reports, Amendments of the By-Laws or Other Matters by the Membership Prior to a Meeting of the Section.

(i) To the extent that the Section Chair decides to seek action thereon prior to a meeting of the Section, the Chair may direct that copies of any resolutions, reports, amendments of the By-Laws, or other matter recommended by the standing or special committees of the Section shall be presented to the membership of the Section at least thirty (30) days in advance of such meeting of the Section. With the copy of such matter shall be provided a ballot for each member to permit the member to register a vote on each matter.

(ii) Return of Ballots. Ballots shall be returnable to Chair of the Section at least two (2) weeks before the meeting of the Section.

(iii) Tally of Ballots. The Chair and at least one (1) other officer of the Section shall tally the ballots and announce the results thereof at the meeting of the Section.

(iv) Effect of Balloting. Any resolution, report, amendment to the By-Laws, or other matter shall be deemed to be adopted by the Section when it has received approval of the majority of the membership received by the Chair within a prescribed period, provided that an equivalent number of ballots to the number of members constituting a quorum at a meeting are cast in favor of the matter; and further provided that any matter other than an amendment to the By-Laws is approved by a majority and any amendments to the By-Laws is approved by at least two-thirds of the total ballots voted on any such matter.

Section 4(b) Voting on Matters Presented to the Membership Under Section 4(a) at a meeting of the Section. Any matter presented to the membership pursuant to Section 4(a) may be reconsidered or amended at the meeting of the Section, provided two-thirds of those members present at the meeting (provided a quorum is present) approve such reconsideration or amendment. The approval of two-thirds of the members present at the meeting on any resolution shall supersede the results of the balloting under Section 4(a), provided a quorum is present.

Section 4(c). Emergency Resolutions. Any resolution which has not been submitted to the Section pursuant to Section 4(a) can only be considered at a meeting of the Section if the Council or two-thirds of the membership in attendance accord such resolution emergency status. Any resolution accorded emergency status may be passed by approval of a majority of the membership present at the meeting provided a quorum is present. Any resolutions which have been forwarded to the membership under Section 4(a) and which have not been adopted shall automatically be accorded emergency status. For consideration of amendments to the By-laws other than as provided in Section 4(a), see Article X, Section 1.

Section 4(d). Dissemination of Information to Membership and Return of Ballots Other Than at Meetings of the Section. The presentation of matters to the membership pursuant to any section of these By-laws and the return of ballots may be accomplished in whole or in part, by any suitable means deemed acceptable by the Council, including via email communications or postings on the section website.

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ARTICLE VII

Dues, Finances, and Records

Section 1. The dues for the members shall be $30.00 per year. Dues shall be payable in advance at or before the annual meeting each year. The Treasurer shall notify the membership thirty (30) days prior to the due date that dues are payable. Members who are delinquent in their dues will be automatically dropped from membership in the Section for nonpayment of dues, but may be readmitted upon application and payment of the required dues.

Section 2(a). The Treasurer shall be responsible for collecting and preserving all dues and other monies due the Section. The Treasurer shall place all funds of the Section in a bank account in the name of the Section, shall pay all bills, shall keep Section books of account, and shall render to the Section at the annual meeting at the end of his term a full and detailed accounting as to all monies received and expended on behalf of the Section. The Treasurer shall provide to the State Bar of Texas copies of all documents and information required. One (1) officer of the Section in addition to the Treasurer shall be authorized to sign checks drawn on the Section funds in case the Treasurer is not available.

Section 2(b). The Secretary shall preserve the official copies of the By-Laws, the minutes, the final committee reports, the final Treasurer’s report, and the annual audit. No other Section records shall be preserved by the Secretary and transmitted to the successor. No records other than minutes and official By-Laws shall be preserved by the Secretary or Treasurer for more than five (5) years. The Secretary shall be a member of the By-Laws Committee in order to properly and timely effectuate the obligations imposed upon the Secretary in Article X, Section 2.

Section 2(c). By agreement between the Chair of the Section and the Secretary or Treasurer, all or part of the Section records may be kept by the Chair during his term of office.

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ARTICLE VIII

Action by Section

Section 1. No action, policy determination or recommendation of this Section shall be deemed to be, or referred to as, the action of the State Bar of Texas prior to the submission of same to and approval by the Board of Directors of the State Bar, or in accordance with the rules or regulations governing the State Bar, by members of the Bar in duly authorized referendum or in a general assembly of the State Bar in annual convention, subject to the rules and regulations governing the same. In the event that the Section members approve of the association of this Section with any other group or association, it shall be the responsibility of the Council to select and appoint such representatives as may be required. Each representative so selected and appointed shall become a non-voting member of the Council.

Section 2. Direct Action of Section or Council. The Section, if it so elects, or the Council, in accordance with Article IV, Section 1(b) hereof, may communicate in action, policy, or recommendation, in its special field of interest, to Congress or other federal agency as the action, policy, or recommendation of itself and not of the State Bar of Texas.

Section 3. In lieu of any notice that may be authorized or required under these By-Laws to be sent in writing or by mail or by other similar means, notice may be provided by electronic transmission or other electronic communication.

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ARTICLE IX

Property

Any interest in the property of the Section of persons resigning or otherwise ceasing to be members shall vest in the Section.

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ARTICLE X

Amendments

Section 1. These By-Laws may be amended as provided in Section 4 of Article VI by mail ballot; they may also be amended at any meeting of the Section by a two-thirds vote of those members in good standing who may be present, provided that a copy of the proposed amendment subscribed to by at least five (5) members in good standing has been mailed to the membership not less than thirty (30) days prior to such meeting; provided, however, that these By-Laws may be amended without prior notice at the annual meeting by a two-thirds vote of the members attending, if a quorum is present; and these By-laws may also be amended by a majority vote of the Council.

Section 2. No By-Laws or amendments to By-Laws of this Section may be or become effective unless and until approved by resolution of the Board of Directors of the State Bar, or in accordance with the rules or regulations governing the State Bar by members of the Bar in a duly authorized referendum, or in a general assembly of the State Bar in annual convention subject to the rules and regulations governing the same. Upon amendment of these By-Laws by the Section, it shall be the responsibility of the Secretary to submit any such amendments to the Board of Directors of the State Bar.

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REVISION HISTORY:

September 2005: replaced “Franchise and Distribution” with “Opinions” in Article V, Section 1 “Committees”.

June 2009: added Chair of Website Committee and Chair of Newsletter Committee as Officers; increased At-Large Members of Council to nine (9) where three (3) At-Large Members of Council are elected each year to serve a three (3) year term; changed Committee names “Section Website” to “Website” and “Inventors’ Recognition” to “Inventor Recognition”; added provision to allow for amendment of the By-Laws by a majority of the Council; added provision to allow for notice by electronic means.