BY-LAWS
 OF
MIDWEST ACADEMY
OF
LEGAL STUDIES IN BUSINESS

Proposed February, 1984, Amended March 2006.

ARTICLE I – NAME

            This Association shall be known as the MIDWEST ACADEMY OF LEGAL STUDIES IN BUSINESS, hereinafter referred to as “MALSB.”

ARTICLE II – GEOGRAPHICAL REGION

            This geographical region hereinafter referred to as “this Region,” within which MALSB shall function and pursue the purposes hereinafter stated shall embrace the states of Missouri, Kansas, Illinois, Iowa, Minnesota, Nebraska, North Dakota, South Dakota, and Wisconsin.

ARTICLE III – PURPOSES

            MALSB is organized exclusively for educational, literary and scientific purposes and to promote research in the public interest consistent with section 501 (c) (3) of the Internal Revenue Code of 1954 or the corresponding provisions of any future United States Internal Revenue law.

            The purpose of MALSB shall be to promote and encourage scholarship and superior teaching of business law in colleges and universities; to promote research and scholarship through the regular publication of a professional Business Law Journal; to foster a better understanding between college and university administrators and those engaged in teaching and research in the field of business law; to develop and maintain a friendly and cooperative relationship among teachers and scholars in the field of business law; and to encourage and promote high ethical standards in the conduct of business.

 

ARTICLE IV – MEMBERSHIP

            Section 1.  Membership.  Membership in MALSB shall be determined as follows:

            Any person actively engaged in the teaching of or research in law at any college or university shall be eligible for active membership in MALSB.

            Section 2.  Induction.  Any eligible person may become a member by filing his application with the Treasurer and making payment of his dues for the current fiscal year or by completing full registration at the annual meeting.

            Section 3.  Termination.  Membership in MALSB shall be terminated whenever a member’s dues are delinquent for a period of six months.  Reinstatement may be secured in accordance with the induction procedures of Section 2. above.

ARTICLE V – DUES

            The annual dues of each active or associate member of MALSB shall be twenty-five dollars, the same being payable at any time before the annual business meeting.

ARTICLE VI – MEETINGS

            Section 1.  Annual Meeting.  An annual meeting of MALSB shall be held on at least sixty days’ notice at such time and place as the membership shall select.  At the annual meeting, in addition to such business as must be transacted, a suitable program in law or any related field of interest to the members shall be provided.

            Section 2.  Other Meetings.  In addition to the annual meeting, the President may call a special meeting on at least thirty days’ notice.

            Section 3.  Quorum.  For the purpose of conducting any business, a quorum shall consist of fifteen active members who are present at an annual or duly called meeting.  Only active members shall be entitled to vote.

            Section 4.  Place of Meeting.  In designating the place for the holding of meetings of MALSB, due regard shall be had, so far as practicable, for the desirability of combining the meeting with the MBAA - International or other suitable association.

ARTICLE VII – OFFICERS

            Section 1.  The officers of MALSB shall consist of a President, a Vice President, who shall also be the Program Chairman, a Secretary a Treasurer and a Past President.

            Section 2.  The President, the Vice President, and the Secretary shall hold office for one year, and thereafter until their elected successors take office.  The Treasurer shall hold office for an indefinite period of time and until the successor takes office.  For the purpose of this section, “one year” is defined as the period from the adjournment of one annual meeting to the adjournment of the following annual meeting.  NO OFFICER SHALL BE ELECTED FOR MORE THAN ONE TERM IN THE SAME OFFICE BUT SUCH LIMITATION SHALL NOT BAR ELIGIBILITY TO SERVE IN SUCH OFFICE FOR A LATER TERM.

ARTICLE VIII – DUTIES OF OFFICERS

            Section 1.  President.  It shall be the duty of the President to preside at all business meetings of MALSB and to make provision for a chairman at other sessions.  The President shall also supervise the affairs of MALSB, and shall promote its interests to the best of his or her ability.  The President shall have authority, should the need therefore, in his or her judgment, so require, between meetings of  MALSB, to expend such sums as are necessary for the furtherance of MALSB out of the funds of  MALSB.

            Section 2.  Vice-President/Program Chairman.  It shall be the duty of the Vice-President to discharge the duties of the President in the latter’s absence or inability to act, or in case of a vacancy arising in the office of President through death or otherwise.  It shall also be the duty of the Vice-President to prepare the program for meetings of MALSB.

            Section 3.  Secretary.  The duties of the Secretary shall be to care for all correspondence of MALSB and to keep and distribute minutes of all meetings, and prepare a Proceedings for the Annual Meeting.

            Section 4.  Treasurer.  The duties of the Treasurer are to collect and deposit with a suitable financial institution, and in an MALSB account, all MALSB dues or other moneys accruing to and received by MALSB; to pay all expenses properly incurred by MALSB; to keep a complete and correct record of all financial transactions; and to keep a list of active members.

            Section 5.  At the Annual meeting of MALSB, starting in 1991, MALSB shall elect a member to serve as the delegate to the national meeting of the Academy of Legal Studies in Business. Said delegate to serve a term of two (2) years.

ARTICLE IX – OTHER COMMITTEES

            Section 1.  Designation, Powers, and Duties.  There shall be such standing and special committees, of such numbers and qualifications and having such powers and duties as the membership shall determine, the personnel of such committees to be designated by the President if not elected by the membership.

ARTICLE X – PROHIBITION AGAINST SHARING IN ASSOCIATION EARNINGS

            No member, trustee, officer or employee of or member of a committee of or person connected with MALSB, or any other private individual shall receive at any time any of the net earnings or pecuniary profit from the operations of MALSB, provided that this shall not prevent the payment to any person of such reasonable compensation for services rendered to or for MALSB in affecting any of its purposes as shall be fixed by the membership and no person or persons shall be entitled to share in the distribution of any of MALSB’s assets upon the dissolution of the MALSB.  All members of MALSB shall be deemed to have expressly consented and agreed upon dissolution or winding up of the affairs of MALSB, whether voluntary or involuntary, the assets of MALSB, after all debts have been satisfied, then remaining in the hands of MALSB’s Treasurer, officers or other members shall be distributed, transferred, conveyed, delivered and paid over, in such amounts as the members of MALSB determine or as may be determined by a court of competent jurisdiction upon application of any officer, exclusively to charitable, religious, scientific, literary, or education organizations which would then qualify under the provisions of Section 501 (c) (3) of the International Revenue Code and its Regulations as they now exist or as they may hereafter be amended.

ARTICLE XI – ADOPTION

            These Bylaws shall become effective by an affirmative vote of two-thirds of active members responding to its ratification vote, by mail ballot, postmarked no later than March 1, 1984.

ARTICLE XII – AMENDMENTS

            Proposals for amending these Bylaws may be submitted at any meeting of MALSB.  If the proposed amendment is approved by a majority vote of the members present at such meeting, it shall be submitted within sixty days thereafter to the entire membership eligible to vote, for balloting by mail.  Such proposal shall be deemed adopted if two-thirds of all ballots, to be returned within thirty days from the date of their mailing, are affirmative and provided that the ballots returned shall represent at least a majority of the total membership; otherwise it shall be deemed rejected.  Upon such balloting, the Secretary shall act as teller, and shall submit at the next meeting of members a signed certificate setting forth the results of such balloting, which certificate shall thereafter be filed with the minutes of MALSB.

These Bylaws Ratified at the Annual Meeting of MALSB: 3/18/2006.

History of Name Changes: The American Business Law Association changed to Academy of Legal Studies in Business at the 1990 annual meeting. The name of this organization was changed from Midwest Region Business Law Association to Midwest Academy of Legal Studies in Business at the 1991 annual meeting. The Midwest Business Administration Association changed its name to MBAA International: at the 2005 annual meeting.