ARTICLE I – NAME
Section 1. The name of the Association shall be the California Association of Legal Support Professionals.
ARTICLE II – PURPOSE
The purpose of the Association shall be to promote and protect the private process serving, court filing and professional photocopying professions; to preserve the requirement for independent third party due process as it relates to giving notice; to promote the principles and policies set forth within the bylaws; and to encourage the use of private process serving and third party court filing service providers.
ARTICLE III – LOCATION AND EMBLEM
Section 1. The location of the principal office shall be the office of the administrator of the Association (hereinafter called “Association”).
Section 2. The official emblem and name of the Association shall be furnished to members in good standing only, and shall be used only for the purpose of Association identification, signifying membership therein.
Section 3. As a condition of membership, each and every member of the Association agrees that use of the emblem and name of the Association shall be and is limited to the time during which his/her membership herein shall be in good standing, and each member hereby agrees that upon termination of his/her membership, the member will discontinue use of said emblem and name.
Section 4. No member of the Association shall use his/her official position in the Association for advertising purposes in any manner whatsoever other than provided for herein.
Section 5. The Code of Ethics, Standards of Professional Conduct, as adopted by the membership and/or Board of Directors, and as amended and/or changed in accordance with the provisions of these bylaws, incorporated herein, and their existence, change, modification, and/or amendment, shall be governed in accordance with the bylaws or the Corporations Code of the State of California. Any person accepting membership in the Association agrees to abide by the Bylaws and Code of Ethics as a condition of his/her membership and continued membership herein.
ARTICLE IV – MEMBERSHIP
Section 1. There shall be six (6) classes of membership in this Association, namely: Company, Individual, Associate, Honorary, Vendor and Supporting.
Section 2. Company Member. A Company member shall be defined as a business entity meeting the requirements of the city and state in which they conduct business and shall be engaged in the process serving, court filing, photocopy, or attorney service business. Company members may advertise their company name in all association produced directories, publications and on the website. Company members shall be eligible for an enhanced listing on the association website under the Company member section. For dues paying purposes, only one Company membership is required in order to allow all Individual members of that company to be associated with that company. Company members may not vote, hold office, elected or appointed, and may not chair a committee(s)
Section 3. Individual Member. An Individual member shall be an individual engaged in the process serving, court filing, photocopy, or attorney service business. Individual members shall be qualified to be a Registered Process Server or Photocopier under the provisions of the Business and Professions Code of the State of California, and shall have no felony convictions or convictions of a misdemeanor involving moral turpitude within the immediate preceding seven years. Individual members may not advertise a company name of any kind unless the Individual membership is attached to a Company membership. Individual members shall be entitled to a listing in the association Membership Directory under the Individual member section which will list their name, address, telephone, fax and e-mail only. Individual members may vote, hold office, elected or appointed, and chair a committee. Individual Membership in this Association is not transferable.
Section 4. Associate Member. An Associate member shall be an individual engaged in the process serving, court filing, photocopy, or attorney service business located outside of the State of California. Associate members shall be entitled to a listing in the association Membership Directory under the Associate member section; however, they may not make reference to any branch office(s) that they may have in California, unless they opt to also have a Company membership for at least one of their California branches (see Company Membership). Associate members may advertise their company name in all association produced directories, publications and on the website. Associate members shall be eligible for an enhanced listing on the association website under the associate member section. Associate members may not vote, or hold office, elected or appointed; but may serve on or chair a committee.
Section 5. Honorary Member. Honorary members shall have all rights and privileges of membership, excluding the right to vote and to hold elected office. The privilege of this membership shall be determined by a majority of the Board of Directors. Honorary members shall be a dues-exempt membership.
Section 6. Vendor Member. A Vendor member shall be any company associated with the process serving, court filing, photocopy, or attorney service profession, except owners, partners, or stockholding corporate officers of process serving, photocopy or attorney service firms. Vendor members may advertise their company name in all association directories and publications. Vendor members shall be entitled to a listing in the association Membership Directory under the Vendor member section. Vendor members may not vote, hold any office, elected or appointed; but may serve on or chair a committee.
Section 7. Supporting Member. A Supporting member shall be an individual who is associated with the legal profession who is not otherwise eligible for any other membership category. Supporting members shall be entitled to receive all publications and notices, attend meetings, training courses, annual conferences, and may serve on committees. Supporting members may not vote or hold office, elected or appointed.
Section 8. Each application must be accompanied by the full membership dues. Each
application must be considered by the Membership Committee. If the Membership Committee determines that the applicant meets all requirements, the applicant shall be deemed a member. In the event an application does not meet all requirements, it shall be presented to the Board of Directors for review. If the application is rejected, all dues paid shall be refunded.
Section 9. The resignation of any member in good standing shall be accepted when made in writing to the Secretary-Treasurer. The Secretary-Treasurer, immediately upon receipt of such resignation, shall notify the President that such resignation has been received and accepted.
Section 10. A Founding member is defined as one of the original founders of this Association whose membership is in good standing. Only Founding members in good standing may indicate that they are Founding members.
ARTICLE V - DUES
Section 1. A base rate of dues in each dues category shall be established. The dues of this Association shall not be increased by more than 10% of the amount in the dues category of the previous year, unless authorized by a 2/3 vote of the electors.
Section 2. A member whose annual dues have not been paid by January 15th shall be classified as delinquent. If the member’s dues are paid by January 31st, the member shall automatically be reinstated. If the member is still delinquent as of February 1st, his/her membership is forfeited. Reinstatement may be only on the terms and conditions as provided by the Board of Directors.
Section 3. Upon payment of all dues, current and past, any person may make a written application to be reinstated to membership upon the recommendation of the Board of Directors.
ARTICLE VI – MANAGEMENT, OFFICERS, BOARD OF DIRECTORS
Section 1. Management. The administration and management of this Association shall be controlled by the Board of Directors.
Section 2. Officers. The officers of this Association shall consist of a President, Vice President, Secretary-Treasurer and Immediate Past President.
Section 3. Board of Directors. The Board of Directors of this Association shall consist of eleven (11) Directors which includes ten (10) members elected by the membership at the Annual Meeting and the Immediate Past President. The Immediate Past President shall serve a one-year term on the Board of Directors. If there is no Immediate Past President, the membership shall elect eleven (11) members at the Annual Meeting.
Section 4. Executive Committee. The Executive Committee shall include the Officers and the Chairperson of the Board of Directors.
Section 5. Duties of Officers. The duties of the officers shall be those delegated to them by the Board of Directors as well as those set forth in the Manual of Policies and Procedures of the Association.
Section 6. The Treasurer shall be allowed enough money to pay general expenses, and in addition thereto all expenses of portage, telephone calls, and such other expenses made necessary by the duties of his/her office, subject to approval by the Board of Directors. The Treasurer shall be bonded in the sum of not less than One Hundred Thousand Dollars ($100,000.00), the premiums for said bond to be paid by the Association. Any alternate or co-signer shall also be bonded for the same amount with said premiums to be paid by the Association. The bonding requirement may be waived by a majority vote of the Board of Directors.
Section 7. All books and records of the Association shall be open to inspection by any member at any time during regular business hours, except for those minutes of the Board of Directors meeting in executive session for the purpose of reviewing or otherwise disposing of the personal affairs of any person, the application for membership to this Association, whether such applications have been accepted, rejected, tabled or otherwise acted upon, and the records of any grievance. Nothing herein shall be construed as limited access to these confidential minutes to any member of the Board of Directors, to any party to any procedure, which records have been held to be confidential, nor to the chairman of any committee specifically to handle a grievance or an investigation into the qualifications and/or suitability of an applicant for membership.
Section 8. The President shall make such appointments as he/she deems necessary to ensure the efficient operation of the Association.
Section 9. A vacancy created in any office shall be filled for the unexpired term of office by a majority vote of the Board of Directors except those vacancies created at a regular annual meeting, which shall be filled by a vote of the majority of members present. The vote may be taken by a poll of the members of the Board of Directors through correspondence by the Chairman of the Board of Directors or at the next meeting of the Board of Directors. No member shall be eligible to fill such vacancy unless he/she has been a member for one (1) year. In the event that a vacancy occurs in the Presidency or the office of Secretary-Treasurer, the Board shall meet and elect a successor within thirty (30) days of the date such vacancy was created.
Section 10. Suspension from Office. Any Officer or Director who is formally charged with a felony is automatically suspended from his/her official duties until the matter is adjudicated. Suspension may be lifted by a three-fourths (3/4) vote of the Board of Directors. Any Officer or Director who is formally charged with a misdemeanor involving his/her performance in this profession is automatically suspended from his/her official duties until the matter is adjudicated. Suspension may be lifted by a three-fourths (3/4) vote of the Board of Directors. Acquittal or dismissal of all of the charges indicated above will automatically reinstate the suspended individuals.
Section 11. Transfer of Authority. When any officer of this Association, except the Secretary-Treasurer, is accused or charged with any of the matters referred to in this Article, the duties of that office shall be passed down to the next senior officer. When the Secretary-Treasurer is accused, or charged in a like manner, his/her duties shall be assumed by the President.
ARTICLE VII – MEETINGS
Section 1. All members shall be admitted to all meetings and conferences except executive sessions of the Board of Directors and meetings of the Executive Committee. Non-members shall be admitted to all meetings and conferences unless disapproved by a majority of the members present.
Section 2. Board of Directors Meetings. The first meeting of the Board of Directors shall be held immediately following the adjournment of the Annual Conference of the Association. The last meeting of the Board of Directors shall be held immediately preceding the Annual Conference of the Association. Regular meetings of the Board of Directors shall be held as determined by the Board of Directors.
Section 3. The first order of business of the board shall be the election of a Chairperson who will thereafter preside at all meetings of the board. The Chairperson shall be elected by a majority vote of those board members being in attendance. The Chairperson shall immediately appoint a Vice-Chairperson to serve in the Chairperson’s absence.
Section 4. All notices provided for in the bylaws shall be sent by mail to the members and the posting of such notices shall be regarded as notice to the members unless otherwise provided for.
Section 5. Special meetings of the Board of Directors shall be held upon call by the Chairperson of the Board of Directors. The purpose of the meeting shall be stated in the call.
Section 6. Notices in writing of special meetings of the Board of Directors must be given at least fifteen (15) days prior to the time of the meeting, and the matter or matters to be taken before the Board at that time.
Section 7. A majority of the members of the Board of Directors shall constitute a quorum of the Board of Directors and may call a special meeting of the Board of Directors by notifying the Secretary-Treasurer and all members of the Board in writing, attested by the signatures of the quorum. Such meetings shall not be held by correspondence.
Section 8. Meetings of the Executive Committee shall be held upon call by the President. The purpose of the meeting shall be stated in the call.
Section 9. Annual Meeting. An Annual Meeting shall be held during the Annual Conference.
Section 10. Fifteen percent (15%) of the voting members shall constitute a quorum for the Annual Meeting.
Section 11. Annual Conference. A regular Annual Conference of this Association shall be held annually. The location of said conference shall be determined by the Conference Committee.
Section 12. The Annual Conference shall be held prior to December 20th of each year. Such date shall be determined by the Board of Directors.
ARTICLE VIII – ELECTIONS
Section 1. The Directors and Officers shall be elected by a secret written ballot at the Annual Meeting.
Section 2. No person shall be eligible for election as an Officer or to the Board of Directors unless he/she has been a member in good standing for one (1) year or was admitted at the last annual conference. All eligible members must be nominated by a member in good standing and seconded by one or more such members at the Annual Meeting.
Section 3. No vote either by representation or by proxy shall be allowed.
Section 4. Any member nominating an absentee for any office or seat on the Board of Directors shall present a letter from the candidate stating his willingness to serve if elected.
Section 5. Election to all seats to the Board of Directors shall be filled in one combined vote. The candidates receiving the most votes will fill the seats in order of their vote total until all seats are filled. If a tie should occur for the last vacancy, only those candidates tied shall participate in a run-off ballot to fill the last seat. A majority vote shall not be required to serve as a Director. Each voting member shall receive one (1) voting ballot for all seats to be filled on the Board. Any ballot containing two or more votes for the same candidate shall be void.
Section 6. All officers and directors elected shall hold office from the close of each annual conference until the close of the succeeding annual conference.
Section 7. In all votes, an eligible member’s vote shall be counted as one (1) vote.
ARTICLE IX – PROCEDURE
Section 1. Roberts Rules of Order shall govern the conduct of all meetings except as provided herein.
ARTICLE X – DISCIPLINE
Section 1. The Association enforces the Bylaws and Code of Ethics in accordance with the procedures outlined herein. Any officer, director or member of the Association may be reprimanded, suspended, or expelled for violation of the Bylaws or Code of Ethics of the Association; however, no such action shall occur, or become effective until the procedure governing the aforesaid action has been complied with as provided in the Manual of Policies and Procedures of the Association.
Section 2. Any member suspended or expelled can only be reinstated as a member of the Association by a two-thirds (2/3) vote of the Board of Directors.
Section 3. It is the right of all members to discuss CALSPro and its Board of Directors, in any media or forum. This right includes the right to question, criticize, support, or oppose the policies or decisions of CALSPro or the Board of Directors. No member shall be disciplined for any lawful comments or publications they make about CALSPro.
ARTICLE XI – DISPUTE RESOLUTION
Section 1. The Dispute Resolution Committee provides an avenue for members to resolve a grievance without the expense of litigation and a procedure to revoke the membership of persons who abuse the terms of membership in this Association. The Dispute Resolution Committee process is not a substitute for recourse available through typical channels, such as Superior Court and the District Attorney’s Office. Significant debt owed or allegations of a criminal nature may require a referral to proper authorities.
Section 2. The Dispute Resolution Committee will hear two types of complaints: Monetary grievances and Unethical/Unprofessional Conduct grievances. The Dispute Resolution process is available to current CALSPro members only. A complaint may be filed against a former member, so long as the lapse in membership is no more than twelve (12) months from the date of filing. In the case that the Chairperson is involved in the complaint, the grievance shall be submitted to the President who will serve as, or appoint a temporary chairperson for this purpose only. Failure by a CALSPro member to cooperate with the Dispute Resolution Committee in its investigation of a complaint may result in expulsion from CALSPro. Dispute resolution procedures shall be defined in the Manual of Policies and Procedures of the Association.
ARTICLE XII – AMENDMENTS
Section 1. The Bylaws may be amended in the following manners:
A. The proposed amendments must be submitted to the Secretary-Treasurer at least sixty (60) days prior to the date of the Annual Meeting. The Secretary-Treasurer shall forward one (1) copy of the proposed amendments to the Bylaws Committee Chairperson, who shall report its recommendations on the proposed amendments to the Association at the Annual Meeting. Within fifteen (15) days of receipt, but not less than forty-five (45) days prior to the date of the Annual Meeting, the Chairperson of the Bylaws Committee will return to the Secretary-Treasurer for publication all proposed amendments to be considered at the Annual Meeting. The proposed amendments shall be published to the membership at least thirty (30) days prior to the Annual Meeting of the Association in order that all members may have due notice that such amendments may be presented at the Annual Meeting. Such amendments may be adopted by an affirmative vote of two-thirds (2/3) of those members present and voting.
B. By a unanimous vote of the Board of Directors (in accordance with California Corporations Law).
Section 2. The Bylaws Committee shall be responsible for reviewing all proposed amendments sent to the Secretary-Treasurer in accordance with Section 1 (A) of this Article. The committee shall check for proper form, conflict with existing bylaws, and recommend the necessary changes in the proposal so that other articles will be in concert. The Bylaws Committee will confer with the author of the proposed amendment(s) as required, so that the final amendment will be published accurately. If changes are made to the proposed amendment, a copy of the amendment shall be resubmitted to the Secretary-Treasurer. The Bylaws Committee shall not be required to author amendments.
October 6, 2012 – Amendment to Article X
September 24, 2011 – Amendments to Article IV
October 9, 2010 – Amendments to Article IV, VI, X, XI, XII
October 6, 2007 – Initial Approval and Adoption