Article I. Name and Purposes
Section 1.1 Name. The name of this organization is the South Carolina Bar (the “Bar”).
Section 1.2 Purposes. The purposes of the Bar shall be to uphold and defend the Constitution of the United States and the Constitution of the State of South Carolina; to protect, and maintain respect for, representative government; to continually improve the administration of justice throughout the State; to require the highest standards of ethical and professional conduct, and uphold the integrity and honor of the legal profession; to advance the science of jurisprudence; to promote consistent high quality of legal education and legal services to the public; to apply the knowledge, experience and ability of the legal profession to the promotion of the public good; to encourage goodwill and respect for integrity and excellence in public service among the members of the legal profession and the public; to perform any additional purposes and duties as may be assigned to it by the Supreme Court of South Carolina; to promote and correlate such policies and activities as fall within these purposes in the interest of the legal profession and the public.
Article II. Definitions and General Provisions
Section 2.1 Definitions. In this Constitution and the Bylaws adopted pursuant hereto the term:
“Adjournment” with respect to an Annual Meeting means sine die of the Assembly or of the House of Delegates, whichever is later.
“Annual Meeting” means the yearly convocation of the membership.
“Organization year” means the twelve month period from July 1 to June 30, inclusive.
“Section” includes the members, council, and committees of the section.
Section 2.2 General Provisions. For the purpose of this Constitution and Bylaws
(1) Where a member maintains an office or offices in a different Judicial Circuit or judicial region from the one in which he resides, his residence for the purposes of notice, voting, and eligibility for election shall be deemed to be the Circuit or judicial region in which he maintains his principal office as reflected by the membership register of the Bar.
(2) The judicial regions are Region I (counties in Judicial Circuits 7, 10, 13 and 16), Region II (counties in Judicial Circuits 5, 6, 8 and 11), Region III (counties in Judicial Circuits 3, 4, 12 and 15) and Region IV (counties in Judicial Circuits 1, 2, 9 and 14).
(3) Except as specifically provided otherwise in this Constitution or the Bylaws, any notice which is required or permitted to be given to the members generally or to any class or classes of members may be given by a special mailing or by electronic transmission or it may be contained in any official publication of the Bar. Notice is deemed to have been given when the communication is directed to the member at the mailing address or electronic address on the membership register for that member.
Article III. Membership
Section 3.1 Eligibility. All persons who shall have been licensed by the South Carolina Supreme Court to practice law and who shall not have resigned shall be eligible for membership in the Bar.
Section 3.2 Classification of Members. The classes, privileges, and responsibilities of membership, and other provisions with respect to membership in the Bar shall be delineated in the Bylaws.
Section 3.3 Tender of Payment. Any tender of payment of license fees for a year shall not be accepted until all debts to the Bar which are owed as of September 1 of the immediately preceding year have been satisfied. In addition to normal billing practices, the Bar will attach to the initial license fee billing a notice that the tender will not be accepted until outstanding debts have been satisfied. Copies of all outstanding invoices will be attached.
Article IV. Meetings
Section 4.1 Annual Meeting. A meeting of the Bar shall be held annually at a time and place determined by the Board of Governors. The Annual Meeting shall include meetings of the House of Delegates and the Assembly and may include such meetings of the Board of Governors, divisions, sections, and committees as the Board may authorize. Notice of the Annual Meeting shall be given to all members at least two months in advance.
Section 4.2 Other Meetings. In addition to the Annual Meeting, the Bar may hold such meetings, including special and regional meetings, upon such notice as the Board of Governors may prescribe.
Article V. The Assembly
Section 5.1 Composition and Functions. The Assembly is the forum for the members of the Bar at the Annual or any specially called meeting. It is composed of the members who are registered at the meeting. A quorum is fifty members of the Bar who are eligible to vote as provided in the Bylaws. During each such meeting, the Assembly shall convene in sessions as determined by the Board of Governors. The Assembly may present programs of professional interest and consider resolutions presented by members.
Article VI. The House of Delegates
Section 6.1 Powers and Functions. The House of Delegates shall control and formulate policy for the Bar. It has all the powers necessary or incidental to perform those functions. It shall supervise and direct the Board of Governors, officers, divisions, sections, committees, boards, commissions, task forces, employees, and agents. It shall establish or approve the agenda for its meetings.
Section 6.2 Composition. The House of Delegates, which is designed to be representative of the Bar, is composed of the following members:
(1) Circuit Delegates elected from each Judicial Circuit in the manner set forth herein and in the Bylaws;
(2) The members of the Board of Governors;
(3) The former presidents of the Bar and its predecessor organizations, the South Carolina Bar Association and the South Carolina State Bar;
(4) One delegate representative from each section and the Young Lawyers Division;
(5) The President and Immediate Past President of the Senior Lawyers Division;
(6) Two delegate representatives elected by the members who reside without the State of South Carolina;
(7) Four At Large Delegates elected in the manner set forth herein and in the Bylaws;
(8) The deans of all law schools whose facilities are in South Carolina;
(9) The State Delegate and the State Bar Delegates to the American Bar Association; and
(10) The immediate past Chair of the House of Delegates.
Section 6.3 Circuit Delegates; At Large Delegates.
(a) The members of the Bar residing in each Judicial Circuit eligible to vote shall elect from among themselves the Circuit Delegate or Delegates to represent that Circuit in the House of Delegates. The number of Circuit Delegates from each circuit shall be proportionate to the membership in each Circuit with each Circuit having at least one Delegate. The number of Delegates from each Circuit shall be determined as follows:
(1) Each Circuit shall be entitled to one delegate for each representative unit as defined below together with one delegate for each fraction of a unit greater than one-half.
(2) A representative unit during any apportionment term shall be equal to one hundred five members.
(3) The apportionment term shall be a period of ten years. The initial term shall commence March 1, 2005.
(4) The House of Delegates shall be reapportioned each tenth year using the formula herein set forth.
(b) The At Large Delegates shall be elected by the Board of Governors.
(c) The term of each Circuit Delegate and At Large Delegate shall be two years beginning the first day of July following his selection.
Section 6.4 Meetings. The House of Delegates shall meet during the Annual Meeting and at such other times and places as the Board of Governors may determine. Special meetings shall be called by the Board at the written request of one-tenth of the Delegates. Notice stating the place, day, and hour of the meeting and the purpose or purposes for which it is called shall be given to each Delegate not less than fifteen days before the date of the meetings. A quorum shall consist of thirty Delegates. Except as provided otherwise by this Constitution or the Bylaws, the vote of a majority of the Delegates present at a meeting at which a quorum is present shall be the act of the House of Delegates.
Section 6.5 Referendum. On a question relating to the substance of the law, the administration of justice, or the policy of the Bar, the House of Delegates, by the vote of a majority of the total number of Delegates then in office, may direct a referendum by mail ballot of the members of the Bar who are entitled to vote as provided by the Bylaws. A majority of the votes cast in the referendum determines the position of the Bar with respect to the question submitted.
Section 6.6 Legislative Positions and Briefs.
(a) The Bar shall publish notice of adoption of legislative positions and filing of briefs in SC Lawyer or other publication in the issue prepared immediately following the meeting at which the positions were taken or filing authorized. Annually the Bar shall publish the amount expended from unrestricted funds to support legislative policies and file briefs, which amount shall be independently verified by a certified public accountant and shall be used to determine the pro rata amount of a member’s license fee expended for such activities. The pro rata amount per membership category shall be in the same proportion as the license fees are across membership categories.
(b) Within forty-five days of the first day of the month of publication of notice of adoption any member of the Bar may file with the Executive Director a written objection to a particular position on a legislative issue or brief. Failure to object within this time period shall constitute a waiver of any right to object to the particular legislative issue or filing of the brief.
(c) After a written objection has been received, the Executive Director shall promptly determine the pro rata amount of the objecting member’s license fee at issue, and such amount shall be placed in escrow pending determination of the merits of the objection. Upon the deadline for receipt of written objections, the Board of Governors shall have sixty days in which to decide whether to give a pro rata refund to the objecting member(s) or to refer the action to arbitration.
(d) The arbitration panel shall be composed of three members of the Bar and shall be constituted as soon as practicable. The objecting member(s) shall select one member of the arbitration panel, the Bar shall choose the second panel member, and those two shall choose the third member. In the event the two members are unable to agree, the chief administrative judge for common pleas court in the Fifth Judicial Circuit shall appoint the third member.
The Bar shall thereafter prepare a written response to the objection and serve a copy of the response on the objecting member(s). The panel shall thereafter confer and decide whether the matters at issue are constitutionally appropriate for funding from the license fees and, if not, whether the pro rata refund was correctly computed.
The panel shall render a final written report to the objecting member(s) and the Board of Governors within forty-five days of its constitution. The decision shall be binding as to the objecting member(s) and the Bar. If the panel concludes the matters at issue are appropriately funded from license fees, there shall be no refund and the Bar shall be free to expend the amount in escrow. If the panel determines that the matters at issue are inappropriately funded from license fees, the panel shall order a refund of the pro rata amount to the objecting member(s). In the event a refund is ordered, the Bar shall provide such refund within thirty days of the date of the report, together with interest calculated at the legal rate of interest.
Article VII. The Board of Governors
Section 7.1 Powers and Functions. Between the meetings of the House of Delegates, the Board of Governors may perform, not inconsistent with any action taken by the House, the functions that the House itself might perform. The Board shall develop methods and specific plans to accomplish the purposes of the Bar not inconsistent with the policies or actions of the House of Delegates.
Section 7.2 Composition. The Board of Governors is composed of the President, the President-Elect, the Immediate Past President, the Secretary, the Treasurer, the president-elect and immediate past president of the Young Lawyers Division, a representative of the Senior Lawyers Division, and the Chair of the House of Delegates, all of whom shall be members ex officio, together with two members (the “elected members”) from each judicial region and two additional members (the “at large members”) who shall be elected as hereinafter provided.
Section 7.3 Eligibility and Term. To be eligible for election to the Board of Governors a member must be a resident (as qualified by Section 2.2) of the judicial region from which he is elected. The term of an elected member of the Board is three organization years, beginning the day after the close of the Annual Meeting following his election. The elected members of the Board shall serve staggered terms of three years each, i.e., two or three new members of the Board of Governors shall be elected each year to replace the members whose terms expire, and shall not be eligible to succeed themselves except as provided in Section 7.4 below. The at large members shall serve staggered terms of two years each and shall not be eligible to succeed themselves. Before assuming the office of President, the President-Elect shall appoint with the approval of the Board of Governors an at large member whose term will begin on the day after the close of the Annual Meeting. The representative from the Senior Lawyers Division shall serve a term of two years and shall be elected by a vote of two-thirds or more of the Division’s Executive Council.
Section 7.4 Vacancies. A vacancy in the position of an elected member, including when the member no longer resides in the judicial region from which he was elected, of the Board of Governors shall be filled for the unexpired term by an eligible member of the Bar elected by the House of Delegates. A person so elected shall be eligible to be re-elected for a full term if he will have served less than twenty-four months at the time the unexpired term for which he was elected terminates. A vacancy in the position of an at large member of the Board of Governors shall be filled for the unexpired term by an eligible member of the Bar elected by the Board of Governors. In the event that the immediate past president of the Young Lawyers Division declines or is unable to serve, the Division’s Executive Council shall designate the person to fill the vacancy.
Section 7.5 Meetings. The Board of Governors shall meet at least four times in each organizational year at such times and places as the Board may determine. Special meetings may be held at the call of the President and shall be called by the Secretary upon the request of three or more members of the Board of Governors. At any meeting a majority of the Board of Governors shall constitute a quorum.
Section 7.6 Appropriation of Funds. An annual budget shall be prepared by the Board of Governors and submitted to the House of Delegates each year for approval.
Section 7.7 Financial Review. There shall be an annual review or audit of the Bar’s financial records by a certified public accountant selected by the Board of Governors.
Article VIII. Officers and Other Personnel
Section 8.1 General. The officers of the Bar are the President, the President-Elect, the Chair of the House of Delegates, the Secretary, and the Treasurer. The Board of Governors may appoint, elect, or employ and prescribe the duties of an Executive Director and such other personnel as the Board deems necessary to carry on the work of the Bar, each of whom shall serve at the pleasure of the Board.
Section 8.2 Terms.
(a) The term of office of the President, the President-Elect, the Secretary and the Treasurer shall be one year beginning the day after the close of the Annual Meeting following election. The President-Elect automatically succeeds to the office of the President. No person who has served as President of the Bar or of the South Carolina Bar Association or of the South Carolina State Bar shall be eligible for election to the Office of President or President-Elect.
(b) The term of office of the Chair of the House of Delegates shall be two organizational years beginning the day after the close of the Annual Meeting following election. During his first term of office, he may not hold any other office in the Bar. He is not again eligible for the office of Chair of the House.
Section 8.3 Vacancies. If the office of President becomes vacant, the President-Elect shall become President for the unexpired term and for the term next following. If the office of President-Elect shall become vacant, the House of Delegates shall convene at the call of the Board of Governors and elect a successor. In the event that the office of President becomes vacant at the time the office of President-Elect is also vacant, the Board of Governors shall fill the office of President from among its members until the House of Delegates can be convened to elect a successor. If any office other than that of the President or President-Elect shall become vacant, or if a vacancy occurs in the position of State Bar Delegate to the American Bar Association, the office or position shall be filled by the Board of Governors for the remainder of the term.
Article IX. Election of Officers, Governors and State Bar Delegates
Section 9.1 Nominations. Nominations for the offices of President-Elect, Secretary, Treasurer, and Chair of the House of Delegates, for the elected members of the Board of Governors, and for the State Bar Delegates to the American Bar Association shall be made only as provided in this Article.
Section 9.2 Nominating Committee.
(a) There shall be a Nominating Committee comprised of the Immediate Past President, who shall be the Chair, and two elected Nominating Delegates from each judicial region. The eight elected Nominating Delegates shall serve staggered terms of three years each commencing the first day of July following their election. Two or three Nominating Delegates shall be elected by the House of Delegates each year to succeed the Nominating Delegates whose terms expire that year. At the time of their election Nominating Delegates shall be elected members of the House of Delegates who reside in the same judicial region as the Delegates whom they succeed. No Nominating Delegate shall be eligible to succeed himself. In the event of a vacancy among the elected Nominating Delegates, including when a Delegate is no longer a regular member or no longer resides in the judicial region for which he was elected, the House of Delegates at its next meeting shall elect a successor for the unexpired term.
(b) Election of Nominating Delegates shall be supervised by the Chair of the House of Delegates, the President, and the President-Elect. If there are two or more nominees for the position of Nominating Delegate from a judicial region, the Nominating Delegate shall be elected by plurality of the votes cast.
Section 9.3 Nominating Procedure.
(a) On or before November 15 of each year the Nominating Committee shall meet at a time and place designated by its Chair and shall promptly make nominations by majority vote for the offices of President-Elect, Secretary, and Treasurer, the members of the Board of Governors and ABA State Bar Delegates to be elected in that year, and in every alternate year the office of Chair of the House of Delegates. Only Circuit Delegates shall be eligible for nomination to the office of Chair of the House of Delegates. No one shall be eligible to be nominated or elected as State Bar Delegate who will at the time of election have served in such capacity for four years.
(b) The Board of Governors shall, on or before the following December 15, cause the name of each nominee selected by the Nominating Committee to be published. On or before the following January 15, twenty-five or more members who are entitled to vote may file with the Board of Governors a signed petition nominating a candidate or candidates for any or all offices to be filled. On January 15, the nominations shall be closed. The Board of Governors shall cause the name of each nominee to be published.
(c) Any ABA State Bar Delegate who must be a young lawyer shall not be nominated as set forth above. One or more nominees shall be chosen by vote of the Young Lawyers Division Executive Council.
Section 9.4 Election of Officers, Governors and State Bar Delegates.
(a) If there is only one nominee for President-Elect or Secretary or Treasurer or Chair of the House of Delegates or Governor or State Bar Delegate, such nominee shall be considered elected automatically at the time the nominations are closed. The Board of Governors shall elect the ABA State Bar Delegate nominated under section 9.3(c).
(b) If more than one person is nominated for any such office or position, ballots containing the names of all nominees for each contested position shall be mailed to all members who are eligible to vote at the same time as ballots for contested Circuit Delegate elections are distributed. The nominee who receives the greatest number of votes for each office or position shall be declared elected. In the event of a tie vote, the House of Delegates shall determine which of those tied nominees shall serve.
(c) The Board of Governors shall supervise all such elections and shall determine, announce, and publish the results of each election. Elections may be conducted electronically.
Article X. Divisions, Sections, Committees and Affiliates
Section 10.1 Divisions. There shall be a Young Lawyers Division and a Senior Lawyers Division with membership requirements as set forth in the bylaws adopted pursuant to Article XI.
Section 10.2 Sections. Sections may be created, existing sections may be combined or discontinued, or the name of a section may be changed by a majority vote of the members present of the House of Delegates at any annual or specially called meeting in the manner prescribed by the Bylaws.
Section 10.3 Committees. Committees, boards, task forces and commissions may be created by the Board of Governors to carry on the work of the Bar and to promote its purposes.
Section 10.4 Affiliates. There shall be Lawyer Affiliates and Law Student Affiliates with the Bar. A lawyer who is not admitted to practice law in South Carolina but who is licensed to practice law before the highest court of another state or jurisdiction of the United States, or who has retired from the practice before such court, may become a Lawyer Affiliate under such terms and conditions as may be specified in the Bylaws. A lawyer who is suspended or disbarred from the practice of law in any jurisdiction may not become a Lawyer Affiliate. A law student enrolled at a law school that has been approved or provisionally approved by the Council of Legal Education of the American Bar Association may become a Law Student Affiliate under such terms and conditions as may be specified in the Bylaws. Affiliation with the Bar does not confer any privilege to practice law in South Carolina, and affiliates are not members of the South Carolina Bar.
Article XI. The Bylaws
Section 11.1 Adoption and Amendment. The House of Delegates may adopt Bylaws not inconsistent with this Constitution to further the administration of the Bar. The Bylaws shall be adopted, and may be amended, at any annual or a special meeting by vote of a majority of the Delegates present at the meeting. Not later than thirty days before the meeting at which such an amendment or amendments will be considered, any member of the Bar desiring to propose an amendment shall furnish to the Board of Governors a copy thereof. Thereafter the Board of Governors shall, not less than fifteen days before said meeting, give notice of the substance of the proposed amendment to all members of the Bar. Unless otherwise provided, an amendment is effective upon the adjournment of the meeting at which it is adopted.
Section 11.2 Correction. Upon the adoption of an amendment to the Bylaws, the Secretary may correct punctuation, grammar, or numbering where appropriate in the Bylaws if the correction does not change the meaning.
Article XII. Amendment of Constitution
Section 12.1 Amendment. At any annual or special meeting of the Bar this Constitution may be amended upon concurrent votes of at least two-thirds of the members present who are entitled to vote in the Assembly and two-thirds of the members present in the House of Delegates. If the Assembly lacks a quorum when an amendment is scheduled to be considered, the action of the House on the amendment shall be controlling without Assembly action. If the Assembly and the House disagree, either may direct by two-thirds vote that the proposed amendment be submitted to all members of the Bar who are entitled to vote. To become effective, however, an amendment so referred must be adopted by two-thirds of the members voting. Not later than sixty days before the meeting at which the amendment or amendments will be considered, any member of the Bar desiring to propose an amendment shall furnish to the Board of Governors a copy thereof and thereafter the Board of Governors shall, not less than fifteen days before said meeting, give written notice to all members of the Bar of the proposed amendment or amendments. Amendments so approved shall be forthwith submitted to the South Carolina Supreme Court and shall become effective upon approval by it.
Section 12.2 Correction. Upon adoption of an amendment to this Constitution, the Secretary may correct punctuation, grammar, or numbering where appropriate in the Constitution, if the correction does not change the meaning, and he may make conforming changes in the Bylaws if needed.