Tax Law Section


 

UTAH STATE BAR
TAX SECTION
BYLAWS

ARTICLE I
ORGANIZATION

1.1 Creation. The Tax Section ("Section") is established pursuant to the Bylaws of the Utah State Bar (the "Bar") to accomplish the purposes set forth therein.

1.2 Purpose. The purpose of the Section shall be to assist its members and all interested members of the Bar:

(a) By providing opportunities and forums for Section members to network and exchange ideas regarding federal and state tax matters;

(b) By providing high quality continuing legal education ("CLE") opportunities at reasonable cost for Section members;

(c) By sponsoring break-out session(s) at the Utah State Bar mid-year and annual meetings;

(d) By monitoring legal, legislative and political issues relevant to tax lawyers and to make recommendations to the Bar with respect thereto including without limitation participation on the Utah State Bar Governmental Relations Committee;

(e) If applicable, by forming ad hoc committees to address legislation of general interest to tax practitioners;

(f) To undertake such other service as may be of benefit to the Section's members, the legal profession and the public.

1.3 Limitations. These Bylaws are adopted subject to the applicable Utah Statutes and the Bylaws of the Utah State Bar.

1.4 Principal Office. The principal office of the Section shall be maintained in the offices of the Utah State Bar.

1.5 Fiscal Year. The fiscal year of the Section shall coincide with that of the Utah State Bar.

ARTICLE 2
MEMBERSHIP

2.1 Enrollment. Any member of the Utah State Bar in good standing with the Bar may, upon request to the Executive Director of the Bar, be enrolled as a member of the Section by the payment of annual section dues in an amount and for the purpose approved by the Board of Commissioners of the Utah State Bar.

2.2 The Membership Members enrolled as provided in Section 2.1 shall constitute the membership of the section.

2.3 Associate and Student Members

Enrollment of Associate Members. The members of the section may include persons who are not attorney members of the Utah State Bar, and shall be known as "Associate Members". It is the policy of this Section to involve Associate Members for the limited purpose of advancing the Section's principal objectives that are set forth in these Bylaws. As a specific condition for membership in the Section. Associate Members shall take all precautions to assure that they do not hold themselves out as being members of the Utah State Bar, and will follow all guidelines and directives from the Section Chair in connection with the implementation of this requirement. Membership as an Associate Member shall be at the absolute and sole discretion of the majority of the members of the Executive Committee. Associate Members may not hold office in the SEction or vote on any Section Business, but are otherwise entitled to all of the privileges and benefits of the Section membership. Associate Members shall pay annual Section dues equivalent to the amount paid by regular members of the Section. Persons considered for enrollment as Associate Members will include tax professionals and persons involved with federal and state tax matters and can include assistants to tax professionals.

Enrollment of Student Members. The Associate Members of the Section may include degree or certificate seeking students, subject to their showing evidence of current enrollment at an institution of higher education. Student Members are subject to the limitations, requirements and benefits of other Associate Members pursuant to Article 2. Student Members shall pay annual Section dues.

2.4 Dues. The Section officers shall set the dues for the Section members. The dues shall be $40.00 for each member per year unless the Section officers determine an adjustment should be made.

ARTICLE 3
MEETINGS

3.1 Regular Meetings. The Section shall hold regular luncheon meetings on the fourth (4th) Wednesday in the months of September, October, November, January, February, March and April at such time and place as the Officers may determine from time to time. The Officers may change the day and months(s) designated above as they may determine in their discretion from time to time.

3.2 Annual Business Meeting. The annual business meeting of the Section shall be held at a place determined by the Officers on the fourth (4th) Wednesday in the month of May in each year or such other date as designated by the Officers.

3.3 Quorum. Those Section members present at any duly called Section meeting shall constitute a quorum for the transaction of business.

3.4 Controlling Vote. Action of the Section shall be by majority vote of the members present and voting at any meeting of the Section.

3.5 Agenda. At the annual meeting of the Section, Officers of the Section shall be elected and other business may be discussed and voted upon as determined to be appropriate by the Chair.

3.6 Special Meetings. Special meetings of the Section may be called by the Section Chair at such time and place as he or she may determine.

3.7 Notice of Meetings. Written, printed, or electronic notice shall be given to all Section members starting the date, hour and place of all meetings of members, and in the case of all special meetings the purpose or purposes for which the meeting is called. Notice shall be delivered by hand, U.S. mail or e-mail at least five (5) days prior to the date of the meeting to each member of the Section. If mailed, notice shall be deemed delivered when deposited in the United States mail addressed to the member at his or her address as it appears on the records of the Utah State Bar, with postage thereon prepaid.

ARTICLE 4
OFFICERS

4.1 Officers. The Officers of the Section ("Officers") shall be a Chair, Vice Chair, a Treasurer, and a Program Chair, chosen from the membership of the Section. The Officers shall establish the rates for the Section dues, CLE presentations, as well as approve expenditures for special projects, donations, scholarships, reimbursements and lodging and meals for guest speakers at Section-sponsored events. Specific duties of those officers related to administration and operation of the Section shall be as set forth below.

4.2 Section Chair. The Section Chair shall preside at all meetings of the Section and of Section Officers. The Chair shall coordinate and supervise the activities of the Officers of the Section and shall represent the Section in meetings with Bar leadership and other Section chairs. The Chair shall perform such other duties as usually pertain to the office of Chair including:

Represent Section at Utah State Bar Commission meetings, as invited;
Respond to inquiries made to Section;
Oversee Distinguished Tax Practitioner award;
Supervise and prepare agenda for Section Officer meetings;
Communicate regularly with Section Officers;
Oversee monthly CLE presentations;
Coordinate/oversee matters assigned to Section Officers;
Coordinate special ad hoc projects

4.3 Vice Chair. Upon the death, resignation or during the disability or unavailability of the Chair, or upon his or her refusal to act, the Vice Chair shall perform the duties of the Chair for the remainder of the Chair's term except in the case of the Chair's disability or unavailability, and then only during so much of the term as the disability or unavailability shall continue. The Vice Chair of the Section shall assist the Chair at such times and in such manner as the Chair may reasonably request. The Vice Chair shall perform such other duties as usually pertain to the office of Vice Chair including:

Act as the coordinator of the Section's internet web site;
Serve on the Utah State Bar Governmental Relations Committee;
Canvas Section Officers for positions on pending legislation;
Serve on Utah State Bar Annual Meeting Committee;
Host Section breakfast at Utah State Bar Annual Meeting (if breakfast is held);
Arrange for Section-sponsored speakers at Annual Meeting;
Attend Annual meeting and introduce Section-sponsored speaker(s);
Provide plaque for outgoing Section Chairperson;
Provide plaque for Distinguished Tax Practitioner award;
Coordinate/oversee matters assigned by Section Officers

4.4 Secretary/Treasurer. The Secretary/Treasurer shall be the custodian of all books, papers, records and other documents of the Section. In conjunction with the Chair and Vice Chair, the Secretary/Treasurer shall attend generally to the business of the Section. The Secretary/Treasurer shall perform such other duties as usually pertain to the office of Secretary/Treasurer including:

Analyze regular financial reports from the Utah Bar;
Make recommendations on rate for dues, CLE charges, etc.;
Monitor self-sufficiency of regular functions;
Send out "dunning" letters for no shows at CLE presentations;
Prepare annual budget/estimates of expenditures;
Process reimbursements with the Utah State Bar;
Keep a record of all proceedings or meetings of the Section and of the Officers, whether assembled or pursuant to teleconference or other electronic communication;
Maintain records (historical listing of CLE, Officers, Section rules, etc.);
Arrange for Section-sponsored CLE session or sessions at mid-year meeting;
Attend mid-year meeting and introduce Section-sponsored speaker(s);
Coordinate/oversee matters assigned by Section Officers.

4.5 Program Chair. The Program Chair shall be responsible to coordinate plans for all Section luncheons. The Program Chair shall perform such other duties as usually pertain to the office of Program Chair including:

Propose and solicit topics for monthly CLE presentations;
Arrange for speakers with assistance of Section Officers;
Enlist support from Section members and others in presenting timely and appropriate CLE to Section members and other interested attorneys, including presentations as requested or appropriate at meetings of the Utah State Bar;
Reserve facilities for CLE meetings and select menus;
Coordinate/oversee matters as singed by Section Officers.

4.6 Officer Votes. If, pursuant to these Bylaws, the Officers make a selection or vote on any matter and there is no majority consensus, the Chair shall make the final determination on the matter or issue for which consensus was not reached.

ARTICLE 5
ELECTIONS

5.1 Succession to Offices. Except for circumstances of death, disability, resignation or removal for cause by a majority vote of Section members at a meeting duly called or by written ballot submitted to all Section members, Officers who have previously been elected shall succeed to their offices as set forth in this section at the Section's annual business meeting. The Program Chair shall automatically succeed to the office of Secretary/Treasurer. The Secretary/Treasurer shall automatically succeed to the office of Vice Chair. The Vice Chair shall automatically succeed to the office of Section Chair.

5.2 Elections. During the Section's annual business meeting, an election shall be held to fill the office of Program Chair and any other office to which no person automatically succeeds. Election shall be by majority vote of the members then in attendance. If for lack of nominations or any other reason an office is not filled through the election process, such office may be filled pursuant to Section 5.3.

5.3 Vacancies. If at any time an office shall become vacant for any reason, then the remaining Section Officers may appoint any member of the Section to fill the vacancy for the balance of the unexpired term. Such appointed person shall not succeed automatically to another Section Office as provided in Section 5. 1, above, but shall be subject to elections as provided in Section 5.2, above.

5.4 Term of Office. The term of office shall begin with the adjournment of the annual business meeting following election or succession to office, as the case may be, and shall end following the annual business meeting at which a successor has been duly elected and qualified, appointed and qualified, or succeeded to the office, as the case may be.

ARTICLE 6
TAX PRACTITIONER OF YEAR

6.1 Annual Award. Since 1994, the Section has presented a member of the Section with the Tax Practitioner of the Year Award at the annual business meeting. The Section shall continue to make such an annual presentation, pursuant to the guidelines in this Article, unless and until the Officers determine with advance notice to the Section that the award will no longer be continued.

6.2 Selection. Awardees will be selected by the Officers, each of whom will be ineligible to receive the award during the years they are in office.

6.3 Time of Presentation. The Award shall be presented during the annual business meeting and shall be memorialized by an engraved plaque or other suitable token of appreciation.

6.4 Criteria for Selection. In addition to requiring the awardee to be a member of the Tax Section, the following factors shall be considered in determining the awardee: excellent results achieved during the year in the practice of federal and state taxes and tax related matters, including trying cases, drafting legislation, developing regulations and public guidance, significant involvement in public committees, seminars or forums; outstanding public service, including legislative, charitable and education contributions; prominent service to the Tax Section and Utah State Bar; accumulation of noteworthy years of service to the Bar and tax community, and other relevant performance, achievement or service of singular merit.

6.5 Priority to New Recipients. Although prior award recipients will not be excluded from receiving multiple awards, where possible, the award shall be conferred upon first time recipients.

6.6 Section Input. Award nominations can be submitted in writing to any officer of the Tax Section. Nominations will be accepted through May 1st or such other date as may be determined by the Chair.

ARTICLE 7
COMMITTEES

7.1 Committees. The Section shall have such committees as may from time to time be appointed by the Officers to perform such duties and exercise such powers as the Officers may direct.

7.2 Committee Chairperson. Each Committee shall have a Chairperson to be appointed by the Officers who will then regularly report to the Officers.

7.3 Duties of Committees. Each Committee shall have the responsibilities which are delegated to it by the Officers, which may include the following:

(a) To plan and implement section projects including but not limited to Section meetings and continuing legal education seminars.

(b) To analyze issues and make recommendations to the Officers on matters referred to the Committee or on its own initiation.

7.4 Membership of Committees. Upon request, any member of the Section may be a member of one or more Committees.

7.5 Duties of Members of Committee. A Section member shall become a member of a Committee with the understanding he or she will devote sufficient time to assist the Chairperson of the Committee in performing the duties of the Committee.

7.6 Meetings. The Committees may act by correspondence or at meetings separate from the Section. Section members may but need not be given notice of Committee meetings and all Committee meetings may but need not be open to all Section members.

ARTICLE 8
AMENDMENTS

8.1 These Bylaws may be amended at any meeting of the Section by a majority vote of the members of the Section present and voting.

CERTIFICATION OF ADOPTION

I CERTIFY THAT THE FOREGOING BYLAWS WERE ADOPTED BY VOTE OF THE SECTION MEMBERSHIP OF THE TAX SECTION OF THE UTAH STATE BAR AT A MEETING, DULY CALLED, ON THE 29th DAY OFMARCH, 2006.

BY
MARK H. HOWARD
TAX SECTION CHAIR