NBA Subdivision Handbook (Revised 11/11)

National Bar Association

Subdivision Handbook

REVISED FALL 2011


1225 11th

Street, N.W. Washington, D.C.20001-4217

202-842-3900 (O) 202-289-6170 (F)

www.NationalBar.org

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THE NATIONAL BAR ASSOCIATION SUBDIVISION HANDBOOK

Table of Contents

INTRODUCTION................................................................................................................................................. 4

CHAPTER 1. ABOUT THE NATIONAL BAR ASSOCIATION .................................................................. 6

SECTION I: ORIGIN OF THE NBA ............................................................................................................................. 6

SECTION II: HISTORY …….………………………………………………………………………………………….6

SECTION III: THE ORGANIZATIONAL MISSION ................................................................................................. 7

SECTION IV: CONFERENCES, BOARD MEETINGS AND SEMINARS.............................................................. 7

SECTION V: INTERNATIONAL PROGRAMS ......................................................................................................... 8

SECTION VI: NATIONAL BAR INSTITUTE ............................................................................................................. 9

SECTION VII: THE NBA ENDOWMENT ................................................................................................................ 10

SECTION VIII: NBA JUDICIAL COUNCIL ............................................................................................................. 10

SECTION IX: NATIONAL BLACK LAW STUDENTS ASSOCIATION .............................................................. 11

SECTION X: NBA CRUMP LAW CAMP .................................................................................................................. 11

SECTION XI: MLK DRUM MAJOR FOR JUSTICE ADVOCACY COMPETITION ........................................ 11

SECTION XII: NATIONAL ASSOCIATION OF BENCH AND BAR SPOUSES ................................................. 12

CHAPTER 2. ORGANIZATIONAL STRUCTURE AND GOVERNANCE .............................................. 12

SECTION I: GOVERNANCE ...................................................................................................................................... 12

SECTION II: NBA LEADERSHIP OVERVIEW: BOARD OF GOVERNORS AND EXECUTIVE

COMMITTEE ................................................................................................................................................................. 12

SECTION III: BOARD OF GOVERNORS: NATIONALLY ELECTED POSITIONS ........................................ 13 1. ELIGIBILITY ............................................................................................................................................................................ 13 2. LEADERSHIP DEVELOPMENT INSTITUTE ..................................................................................................................... 13 3. ELECTION AND TERMS ........................................................................................................................................................ 14

SECTION IV: BOARD OF GOVERNORS: MEMBERS ELECTED BY NBA SUBDIVISIONS ........................ 15

SECTION V: EXECUTIVE DIRECTOR .................................................................................................................... 15

SECTION VI: REGIONS/REGIONAL DIRECTORS .............................................................................................. 16

Definition ............................................................................................................................................................... 16

SECTION VII: AFFILIATE REPRESENTATIVES ................................................................................................. 17

SECTION VIII: DIVISIONS/DIVISION CHAIRPERSONS .................................................................................... 18

SECTION IX: SECTIONS/SECTION CHAIRPERSONS ........................................................................................ 20

SECTION X: AFFILIATE CHAPTER RESPONSIBILITIES ................................................................................. 21

Definition ............................................................................................................................................................... 21

Eligibility ............................................................................................................................................................... 22

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APPENDIX: EXHIBITS .................................................................................................................................... 24

NBA Membership Application ....................................................................................................................................... 25

NBI Membership Application ....................................................................................................................................... 28

Board Report Format ..................................................................................................................................................... 30

Sample Budget ................................................................................................................................................................. 32

Acknowledgment and Conflict of Interest Disclosure Form ....................................................................................... 36

Subdivision Checklist ...................................................................................................................................................... 38

Blank W-9 ........................................................................................................................................................................ 41

Payment Request Form ................................................................................................................................................... 42

Blank NBA Expense Reimbursement Form ................................................................................................................. 43

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INTRODUCTION

Congratulations on your election as a leader of a National Bar Association (“NBA”) subdivision or

affiliate chapter. The purpose of this handbook is to enable you to more effectively lead your subdivision or

affiliate chapter. This handbook is a comprehensive overview of the NBA as well as a guide to your

responsibilities as a leader within the NBA. As a tool to navigate this handbook, below is a list of frequently

asked question of new leaders of the NBA. In addition, to help you execute your NBA leadership duties, you

will find a checklist in the Exhibits section of this handbook. If you have any questions, please contact the Vice

President for Regions and Affiliates or the Vice President for Divisions and Sections.

1. What am I supposed to do as a Regional Director?

The Regional Director is the liaison between the affiliate chapters in the region to the NBA Board. In

addition, the Regional Director provides assistance and guidance to the affiliate chapters as they implement

NBA initiatives such as Election Protection and the Martin Luther King, Jr. Drum Major for Justice

Advocacy Competition. Please refer to Chapter 2, Section VI of this Handbook for an explanation of the

Director‟s duties. The specific duties of the Regional Director are detailed in the NBA Constitution, Article

IX, and Bylaws, Chapter VI.

2. What am I supposed to do as an Affiliate Representative?

The Affiliate Representative works with the Vice President of Regions and Affiliates to keep the Vice

President attuned to the concerns of the affiliate chapters as well as help the Vice President to plan activities

and events. Please refer to Chapter 2, Section VII of this Handbook for a general explanation of the

Representative‟s duties. For specific duties of the Affiliate Representative, please refer to the NBA

Constitution, Article IV, Section 5, and Article V, Section 4, and Bylaws, Chapter IX.

3. What am I supposed to do as a Division Chairperson?

As a Division Chairperson, you lead one of the nine subdivisions of the Association whose membership

reflects a broad spectrum of common interests. (See Exhibit G: Subdivision Checklist). The Chairperson is

responsible for addressing the aspects of the practice of law that have a direct impact on the division‟s

membership. The Chairperson is also responsible for managing the administrative activities of the Division.

Please refer to Chapter 2, Section VIII of this Handbook for a general explanation of the Chairperson‟s

duties. The specific duties of the Division Chairperson are detailed in the Constitution, Article XI, and

Bylaws, Chapter V.

4. What am I supposed to do as a Section Chairperson?

As a Section Chairperson, you lead one of the 22 substantive law subdivisions of the NBA. (See Exhibit

G: Subdivision Checklist). The Chairperson is responsible for keeping the NBA and its members on the

pulse of the pressing legal issues and trends within the substantive law area of the Section. The Chairperson

is also responsible for managing the administrative activities of the Section. Please refer to Chapter 2,

Section IX of this Handbook for a general explanation of the Chairperson‟s duties. The specific duties of

the Section Chairperson are detailed in Constitution, Article XII, and Bylaws, Chapter VII.

5. What is the role of the affiliate chapter?

The affiliate chapter is the NBA‟s local presence. In contrast to the NBA subdivisions that handle

substantive and professional development issues for members on a national level, the affiliate chapter

focuses on translating these issues in terms relevant to the local community of attorneys. In addition, the

affiliate chapters work with the Regional Directors to implement national programs, such as the Martin

Luther King, Jr. Drum Major for Justice Advocacy Competition, and publicize national events and

programs. For more information about affiliate chapters, please refer to Chapter 2, Section X of this

Handbook. Also, refer to the Constitution, Article IV, Section 5 for additional information.

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6. What are my responsibilities to the NBA as an affiliate chapter president?

As a chapter president, you are the local representative for the NBA. As such, you have two key NBA

duties (1) informing your members about NBA membership, initiatives and events and (2) working with the

appropriate NBA regional and national representatives to initiate and implement NBA programs. Please

refer to Chapter 2, Section X of this Handbook.

7. How does NBA help me carry out my responsibilities?

If you are a Section or Division Chairperson, the Vice-President of Divisions and Sections is your main

contact to you help you to be a successful Chairperson.

If you are an Affiliate Representative or Affiliate Chapter President, you have two resources to help you

to be successful: the Vice-President of Regions and Affiliates and the Regional Director.

If you are a Regional Director, your main resource is the Vice-President of Regions and Affiliates to

help effectively manage your regional responsibilities.

Another resource to help you carry out your responsibilities is the Leadership Development Institute

held during the Mid-Year Meeting.

8. What information can I obtain from the NBA website?

Through the NBA website (www.nationalbar.org), the NBA disseminates information concerning

NBA activities. Specifically you can find the following information on the website:

a. Directory of the Board of Governors

b. History of the NBA

c. NBA Constitution & Bylaws

d. Calendar of NBA events

e. Brochures for the NBA and NBA Subdivision conferences

f. On-line registration for these conferences

g. Job Opportunities

h. Sponsorship Information

i. Information about the National Bar Institute – the NBA‟s Foundation

j. Membership categories, pricing, application

k. Subdivision Webpages

9. Are members of my affiliate chapter automatically members of the NBA?

No, the affiliate chapter membership does not confer membership in the NBA. You must join the NBA.

If your members want to join the NBA, please provide them with a copy of the NBA Membership

Application attached as Exhibit A or direct them to the NBA website – www.nationalbar.org. A minimum

number of affiliate chapter members must be members of the NBA in order for the affiliate to remain in

good standing. Please see Chapter 2, Section X of this Handbook for more details.

10. What is the National Bar Institute (NBI)?

It is the 501(c)(3) not-for-profit arm of the National Bar Association. As NBA‟s foundation, the NBI

funds the philanthropic projects sponsored by the NBA. It also provides funding for activities through a

grants process. For more information about the NBI, please see Chapter 1, Section VI.

11. What do I do regarding the Dr. Martin Luther King, Jr. Drum Major for Justice Advocacy

Competition?

If you are a Regional Director, your role in the Competition is to coordinate with the affiliate chapters to

hold local and regional competitions to select one regional winner. Local and regional fundraising and/or

sponsorship shall work to fund the local and regional competitions.

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As an affiliate chapter president, you work with the Regional Director to coordinate the competition. As

the local presence of the NBA, affiliate chapters are integral to the success of the Competition in two ways:

the affiliates (1) disseminate the information about the Competition to area high schools and

administrations; and (2) obtain volunteers from its membership and the local legal community to evaluate

the students‟ essays and judge the oral advocacy competition.

For more details about the Competition, see Chapter 1, Section XI of this Handbook.

12. To what other sources may I refer to help me run my subdivision or affiliate?

In addition to this Handbook, your predecessor, other NBA leaders, and the NBA website can be of

assistance. To help you with your fiduciary and financial obligations as a leader of a not-for-profit

organization, please refer to the following additional resources:

A. NBA Constitution and Bylaws –( http://www.nationalbar.net/governance)

B. Fiscal Management Policy and Procedure Manual

You are a leader of a not-for-profit corporation. As such you have the same fiduciary duties that a

Board of Director or Officer in a for-profit organization such as the duty of care and the duty of loyalty. For

affiliate chapter presidents, you may want to review your state‟s rules governing not-for-profit organizations.

Attorney generals have jurisdiction over the activities of not-for-profit organization in most states. For a high-

level overview of fiduciary obligations, please visit www.boardsource.org. This website is a resource to

leaders of not-for-profit organizations.

CHAPTER 1. ABOUT THE NATIONAL BAR ASSOCIATION

SECTION I: ORIGIN OF THE NBA

During the first quarter of the 20th century, twelve African-American pioneers with a mutual interest in,

and dedication to justice and the civil rights of all, helped structure the struggle of the African-American race in

America. George H. Woodson, S. Joe Brown, Gertrude E. Rush, James B. Morris, Charles P. Howard, Sr.,

Wendell E. Green, C. Francis Stradford, Jesse N. Baker, William H. Haynes, George C. Adams, Charles H.

Calloway, and L. Amasa Knox conceived the National Bar Association (“NBA”), formally organized in Des

Moines, Iowa on August 1, 1925.

When the NBA was organized in 1925, there were fewer than 1,000 African-American Lawyers in the

nation, and less than 120 belonged to the Association. By 1945, there were nearly 250 members representing

25% of the African-American members of the bar. Over the past 85 years, the NBA has grown enormously in

size and influence. At present, the NBA is the nation's oldest and largest national association of predominately

African-American lawyers and judges. It has approximately 88 affiliate chapters throughout the United States

and affiliations in Canada, the United Kingdom, Africa, and the Caribbean. It represents a professional network

of more than 26,000 lawyers, judges, educators, and law students.

SECTION II: HISTORY

The history of the National Bar Association is rich and offers a valuable insight into the development of

Black lawyers and judges in America. For a sense of that history, refer to the groundbreaking work by

Professor J. Clay Smith, Esq., in which he provides a comprehensive history of the NBA, see Emancipation:

http://www.nationalbar.net/governance

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The Making of the Black Lawyer. 1844-1944 (1993) and a comprehensive discussion of the history of Black

lawyers in America and of the discrimination experienced in attempting to join national and local bar

association. Also see his work on the history of Black women lawyers, Rebels in Law: Voices in History of

Black Women Lawyers. For a further discussion about the NBA‟s history, see the segment as designated on the

NBA‟s website, www.nationalbar.org. For recent NBA history, click here

(http://www.youtube.com/watch?v=jg5cB-eDkoI).

SECTION III: THE ORGANIZATIONAL MISSION

The mission of the NBA "shall be to advance the science of jurisprudence; improve the administration

of justice; preserve the independence of the judiciary and to uphold the honor and integrity of the legal

profession; to promote professional and social intercourse among members of the American and the

international bars; to promote legislation that will improve the economic condition of all American citizens,

regardless of race, sex or creed in their efforts to secure a free and untrammeled use of the franchise guaranteed

by the Constitution of the United States; and to protect the civil and political rights of the citizens and residents

of the United States."

SECTION IV: CONFERENCES, BOARD MEETINGS AND SEMINARS

The NBA offers programs of continuing legal education through its Annual Convention, and other key

conferences which include: Mid-Winter and Mid-Year Meetings, the International Affiliate Meeting,

Subdivision Conferences, and various other meetings throughout the year.

The Annual Convention is held each year to provide a forum where national and international leaders

gather to join members of the Association to discuss key issues facing the Bar and our community, to provide

the membership with quality accredited Continuing Legal Education courses and seminars, and to serve as the

official forum for conducting the business of the Association. The NBA customarily offers more than 40 CLE

seminars, which are sponsored by the Regions, Divisions and Sections of the Bar, along with featured

Presidential Showcase, which highlight current issues of critical concern to the Bar and to our constituent

communities.

Board of the Governors Meetings, the First Board of Governors Meeting is held each year after the

conclusion of the Annual Convention, and serves as the Board of Governors‟ first yearly meeting to enable the

newly elected officers to set forth the official agenda for the Bar year, to orient newly elected and appointed

Board members to the policies and procedures of the Board, and provides an in-depth overview of the NBA

Constitution and Bylaws. The Board meets at least 3 additional times throughout the bar year and the meetings

are open to the Association membership. The Board‟s Executive Committee is empowered to act on behalf the

Board when the Board is not in session.

Executive Committee Meetings, between the regular meetings of the Board of Governors, the Executive

Committee – composed of the NBA Officers, six board Members-at-Large, the Immediate Past President, the

General Counsel (non-voting) and two other elected members of the Board – functions on behalf of the Board.

The Annual Wiley A. Branton Award Luncheon and Issues Symposium, first held in Little Rock,

Arkansas in 1989, established as a tribute to Wiley A. Branton, is a stalwart in the Civil Rights arena. To

further honor the legend, the first Symposium was held in Wiley Branton, Sr.‟s hometown. Since 1989, the

NBA has used this Symposium as an avenue to discuss pressing social, legal, and political issues affecting our

communities.


http://www.youtube.com/watch?v=jg5cB-eDkoI

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The Mid-Winter Meeting and Judicial Conference serves as the official meeting forum for members of

the NBA Judicial Council, to provide continuing education and training to members of the judiciary, and for

members of the Bar to interface with learned scholars and jurists.

The Mid-Year Conference and Annual Gertrude E. Rush Award Dinner is named in honor of the

organization's only woman co-founder, and the purpose of the dinner is to honor her pioneering legacy.

International Affiliate Meeting, in 1991, the NBA held its first International Affiliate Chapter Meeting

in Dakar, Senegal and Abidjan, Cote D' Ivoire. Since then, Affiliate Meetings have been held annually

throughout the world. During these trips, the NBA holds a variety of continuing legal education seminars on

topics relevant to each region. In each country, our delegation meets with a number of local attorneys, judges,

and government officials.

The Coalition of Bar Associations of Color Meeting, originally named The Minority Bar Leadership

Summit, is aimed at developing a networking relationship among the leading minority bar associations

nationwide. This annual meeting is comprised of the leaders and officers of the Hispanic Bar Association,

National Asian Pacific American Bar Association, Native American Bar Association, and the National Bar

Association.

Other Meetings, in addition to the above meetings, with various state, local, and national legal groups,

(including the American Bar Association, Association of Trial Lawyers of America, National Association for

the Advancement of Colored People, NAACP Legal Defense and Educational Fund and Leadership Conference

on Civil Rights), the NBA co-sponsors various events to promote the continuing development of the profession.

SECTION V: INTERNATIONAL PROGRAMS

The National Bar Association has worked very hard to create an environment to help foster social,

political, and economic development around the world. Such efforts include issuance of “Nambia: The Crisis in

United States Policy Toward Southern Africa,” a joint report with 24 other organizations which calls for an end

to South Africa's intransigence in independent Nambia and an end to the U.S. policy of "constructive

engagement" in South Africa. The NBA, along with its partnering organizations received unanimous

acceptance by the Organization of African Unity (“OAU”) of the United Nations and worldwide acclaim for the

above referenced report. Other efforts include:

Establishing its first meeting abroad, in 1991, which is now held each year as the International Affiliates

Meeting;

In 1992, taking a delegation of American lawyers and judges on a study tour of South Africa which

lasted approximately fourteen days and included joint meetings and seminars on democratic principles

and other areas of law relevant to preparing black African lawyers for leadership and participation in a

new government;

In April 1994, as the only bar group sanctioned by the International Elections Committee, sending nine

representatives to participate in a United States delegation which served as official observers for the first

all race democratic election conducted in South Africa;

In April 1995, sponsoring a delegation of twelve lawyers and bar leaders from Ghana, Kenya, Tanzania

and Uganda on a thirty-day study tour of the United States; and

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In June 1995, sending delegations of attorneys on economic development and democratic tours of

Ghana, Kenya, Tanzania, Uganda, and South Africa.

In addition, the NBA issued a comprehensive report to the U.S. Senate, Nations Africa Group, and the

U.S. Anti-Apartheid Committee on the illegality of the Zimbabwe/Rhodesian Constitution.

During 2003-04, the NBA stepped up its international efforts by: executing a Memorandum of

Understanding with the South African Ministry of Justice to work together to explore ways that would

bring about an exchange of ideas and programs for the mutual benefit of black lawyers in both South

Africa and the United States.

The NBA has strengthened its relationships with the Botswana Law Society, the South African Black

Lawyers Association, and the Black Solicitors Network of the United Kingdom.

SECTION VI: NATIONAL BAR INSTITUTE

The National Bar Institute, Inc. (“NBI”) is a tax-exempt corporation organized under 501(c) (3) of the

Internal Revenue Code. The NBI was established in 1982 by members of the National Bar Association to

educate the public concerning contemporary legal issues, to ensure quality legal educational opportunities for

all Americans, and to enhance the quality of legal services provided to people of color and the poor. As such, it

operates as the philanthropic arm of the NBA.

In its continuing struggle for equal justice for all, the NBI supports the NBA through its stated objectives

to: endow the financial future of the National Bar Association; support deserving law students and law student

programs which enhance the quality of legal education; finance (in whole or in part) litigation which is of

significant public importance; support public forums where lectures, discussions and debates on legal subjects

are presented to the general public; publish scholarly writings on legal subjects for dissemination to the general

public; improve the administration of justice; and promote high ethical standards for lawyers and judges.

The NBI offers grants to NBA organizational entities through a structured application process. The

grants include: Lucia Thomas Public Image Action Grants – which provide seed money to NBA Affiliate

Chapters and Subdivisions for programs that promote education, equity among the races, and to improve the

image of lawyers; NBI African American Law Student Fellowship Program – established to assist law students

matriculating in traditionally under-represented institutions; and the A. Leon Higginbotham, Jr. Endowed

Scholarship – established in honor of the learned scholar and statesman who was the first and youngest African-

American to serve on the Second Circuit Court of Appeals, and who was later tenured at the Harvard University

John F. Kennedy School of Government.

Additional grant categories include: NBA Membership Development Grants; Scholarships, Educational

and Professional Development; National Black Law Students Association (“NBLSA”) Annual Conference;

NBLSA Regional Conferences; National Conference on African American Women and the Law; MLK, Jr. Drum

Major for Justice Advocacy Competition for High School Students; Council on Legal Education Opportunity

(“CLEO”); and Litigation Grants. The application is available by clicking here

(http://www.nationalbar.net/grants).

Other NBI contributions to the NBA include support and sponsorship of the NBA Hall of Fame Annual

Luncheon; the Gertrude E. Rush Annual Award Dinner; and the NBA Annual Convention Awards Banquet.

http://www.nationalbar.net/grants

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The NBA encourages all members to join the NBI today. For members of the Board of Governors NBI

membership is mandatory. (A membership application is found in the Exhibits).

SECTION VII: THE NBA ENDOWMENT

The NBI‟s most ambitious funding campaign is the NBA ENDOWMENT, which was launched by NBA

Past President H.T. Smith. The NBA ENDOWMENT campaign was established during the 1994-1995 bar year

to raise $1,000,000 to provide a dependable source of investment income (in perpetuity) to help finance the

important educational, research, and programmatic initiatives of the National Bar Association. The principal

funds of the NBA ENDOWMENT will never be spent, borrowed, collateralized, hypothecated, or encumbered

in any manner.

SECTION VIII: NBA JUDICIAL COUNCIL

The NBA Judicial Council is comprised of the nation‟s oldest and largest council of African-American

jurists in the world. The Council was founded in 1971 for the education, encouragement and the support of its

members in their individual and collective efforts to achieve the following objectives:

To eradicate racial and class bias from every aspect of the judicial and the law enforcement process;

To improve the public's confidence in our courts and in the determination of the judiciary to listen, to

understand and to fashion effective remedies for the legitimate grievances of the deprived, the depressed

and the dehumanized in our society;

To develop, analyze, and improve the judicial, managerial, and administrative systems for the purposes

of eradicating the civil and criminal case backlogs and for the marked improvement of the entire criminal

justice system - - particularly as it relates to the interrelationships between police, courts and corrections;

To provide seminars, conferences and forums for the exchange of judicial experiences, for the training of

new council members, and for the continuing education of veteran council members; and

To bring about a better balance in the federal and state judiciaries of ethnic judges.

The Council is organized with the realization that only in unity is there strength, and that society uses

formal organization as an index of a group's sense of urgency and concern. The Council organized with the

belief that respect for racial variation comes not through the disappearance of differences, but by retention of

racial distinctiveness. The Council espouses the belief that each ethnic group must come to know, value, and

accept itself; for equality is not similarity but acknowledgment of valued differences. Thus, it assembles to

articulate and promote a new judicial temperament, ethic, and position growing out of our background. The

Council provides an impetus for continuing education, a format designed for special needs and a vehicle for the

exchange and dissemination of ideas and information. The Council is organized to effectively address problems

of long standing which have not provoked positive action on the part of the general judiciary. It focuses on the

problems of race and class prejudice in administering justice, dwindling public confidence in our courts,

restricted participation in all phases of the legal experience, and the problems confronting the poor and

powerless. Above all their ideal, the Council is organized “to build a broader basis for judgment and ever larger

visions of a just society.”

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SECTION IX: NATIONAL BLACK LAW STUDENTS ASSOCIATION

The National Black Law Students Association (“NBLSA”) is a national organization created in 1978 and

designed to articulate and promote the professional needs and goals of Black law students; to foster and

encourage professional competence; to focus upon the relationship of the Black attorney to the American legal

system; to instill in the Black attorney and law student a greater awareness of and commitment to the needs of

the Black community; to utilize their expertise to initiate a change within the legal system that will make it more

responsive to the needs and concerns of the Black community; to do any and all things necessary and lawful for

the accomplishment of these goals. For more information access their website at www.nblsa.org.

SECTION X: NBA CRUMP LAW CAMP

In 2001, the NBA established The National Bar Association Crump Law Camp, which is designed to

provide students between the ages of 14 and 17 and/or entering the 9th, 10th, or 11th grade with a

comprehensive introduction to the American judicial and legal system. Named in honor of Executive Director

John Crump, the Camp is held annually at Howard University Law School in Washington, D.C. Since its

inception, more than 100 students of color between ages 14 and 17 have been introduced to the civil and

criminal justice system by distinguished law professors. The students learn trial techniques and compete to

participate in the Mock Trial Competition that is held during the NBA Convention. Students also enjoy the

opportunity to experience the history of the nation‟s capital, visiting the courts, museums, and other significant

sites. The Crump Law Camp has been recognized by the ABA Standing Committee on Bar Activities and

Services, and received the 2003 American Bar Association Partnership Award. The program strives to

positively expose students of color to the American justice system, to encourage students to excel in high

school, and matriculate through college and law school. Students are paired with attorney-mentors who offer

guidance to students throughout their matriculation.

SECTION XI: MLK DRUM MAJOR FOR JUSTICE ADVOCACY COMPETITION

The Dr. Martin Luther King, Jr. Drum Major for Justice Advocacy Competition is a contest designed to

motivate high school students to excel in education. The competition encourages students to express their views

on a pre-selected topic, which is based upon the ideals and beliefs of the late Dr. Martin Luther King, Jr. The

competition specifically focuses on the ability of the students to communicate verbally and in writing, which

captures the spirit of the late Civil Rights advocate. The contest is also designed to give young people

experience in public speaking, and provides an opportunity for them to obtain financial support to continue their

education. This advocacy competition is divided into two (2) parts, written essays and oral presentations, and

is only open to high school seniors (12th grade) in public or private schools, who will graduate from high school

in the spring prior to the annual competition at the Annual Convention. All winners of the Regional contest

must be able to demonstrate that they have been accepted to an accredited college or university. Immediate

family members of current officers and board members of the National Bar Association and its Affiliates, and of

the National Bar Institute, are ineligible to compete in the competition.

Each year, the Directors of each of the twelve NBA Regions are given a competition package by the

National Chairperson of the competition. The package sets forth the topic which must be addressed by each

contestant, along with the competition rules. Once received, Regional Directors must disseminate the

information to each Affiliate in their Region. Once each Affiliate has received the packet of information, it can

conduct a competition at the local level, and select a winner to advance to the Regional competition. The

winners of each Regional competition will then advance to the national competition to represent the selecting

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Region. The NBA provides transportation to the NBA annual convention and housing, while there, for students

selected to compete on the national level and for their chaperone.

SECTION XII: NATIONAL ASSOCIATION OF BENCH AND BAR SPOUSES

Founded in 1951 in St. Louis, Missouri, and incorporated in 1953 in the District of Columbia, the National

Barristers' Wives changed its name to the National Association of Bench and Bar Spouses, Inc. (“NABBS”) in

1987. The purpose of NABBS is to execute charitable and/or educational endeavors; to promote a closer union

among spouses and surviving spouses of lawyers and judges on local, national and international levels; and to

enhance the prestige of the legal profession through educational, civil, cultural and social activities. NABBS‟

national theme of "Strengthening the Family; Strengthening the World" is an apt description of the repertoire of

issues it addresses, with a major focus upon Child Advocacy and “A Commitment to Justice.” Historically,

NABBS sponsors a host of activities at the NBA Annual Convention including seminars, children‟s activities,

its own President‟s Reception; a Luncheon Fashion Show; Youth Achievers Award Breakfast; Shopping

Excursions; and City Tours. For more information access the NABBS page at www.nabbsinc.org.

CHAPTER 2. ORGANIZATIONAL STRUCTURE AND GOVERNANCE

SECTION I: GOVERNANCE

The Constitution and Bylaws of the National Bar Association form the basic governance of the

organization. Coupled with the policies adopted by the Board of Governors and the Association, these elements provide the subdivisions with guidance on all activities.

SECTION II: NBA LEADERSHIP OVERVIEW: BOARD OF GOVERNORS AND EXECUTIVE

COMMITTEE

The Board of Governors is the governing body of the Association, See NBA Constitution, Article VIII.

The Association holds the status of a 501(c)(6) corporation. The Board controls, formulas policy and

administers the affairs of the Association during the periods between Annual and Special Meetings of the

members. The Board may also appoint and define the duties of the Executive Director, and one or more

Assistant Secretaries and Assistant Treasurers.

The primary function of board members is to advance the interests of the NBA membership and the

Association‟s goals and objectives. Each board member must act in good faith in carrying out their duties and

must act in a manner of loyalty to the Association. Attendance at each Board Meeting is expected of each

Board Member in addition to the submission of a report of activities prior thereto. Any member of the Board,

who fails to attend two consecutive Board meetings within an Association year, without a reasonable excuse,

shall be deemed to have resigned, immediately upon expiration of the appeal period. His or her vacancy shall

be filled in accordance with the Constitution and Bylaws. The Board generally meets five times during an

Association year. Typically, the first Board Meeting for the bar year is on the day following the conclusion of

the Annual Meeting. The four other meetings normally occur in the fall, winter, spring, and at the Annual

Convention.

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The Board of Governors is composed of:

Eight Officers - the President, President-Elect, four Vice-Presidents, Secretary, and Treasurer;

Six Members-at-Large;

Twelve Regional Directors;

Nine Division Chairpersons;

Nine representatives elected from among the twenty-two Section Chairpersons;

The immediate five Past Presidents;

Seven representatives elected from among the Affiliate Members;

The Chairperson of the National Bar Institute;

The President of the National Black Law Students Association; and

The General Counsel (as a non-voting member)

NOTE: All Board Meetings proceed according to Robert’s Rules of Parliamentary Procedure.

The Executive Committee is composed of the eight officers, the six Members-at-Large, the Immediate

Past President, the General Counsel (non-voting), and two other members of the Board elected from among

themselves.

SECTION III: BOARD OF GOVERNORS: NATIONALLY ELECTED POSITIONS

1. ELIGIBILITY

Each Officer must fulfill the following requirements:

Be a Regular Member in good standing of the Association; President-Elect must have been a

Regular Member in good standing for at least five consecutive years immediately preceding

his/her election to that office.

Must have registered for and attended two of the preceding three Annual meetings.

Must be registered for and attend the Annual Meeting at which he/she is seeking to be elected.

Must have participated in the Association‟s Leadership Development Institute within the

preceding three years.

Each of the President, President-Elect, and the Vice-Presidents shall not reside in the same

state and/or territory of the United States, including the District of Columbia.

2. LEADERSHIP DEVELOPMENT INSTITUTE

The Leadership Development Institute was started in 1993. It is designed to provide an in-depth view of

the National Bar Association‟s structure, operations, and leadership positions, as well as familiarize individuals

seeking an NBA office to the required responsibilities.

The Administration and Facilities Committee typically conducts the Institute during the Mid-Year

Conference. Attendance at an Institute within the preceding three years of seeking office is mandatory for

candidates for an Officer or Member-at-Large position. Any member in good standing of the Association may

14

attend and attendance by anyone seeking a leadership role in the Association is strongly encouraged.

3. ELECTION AND TERMS

The President and President-Elect shall serve a one-year term. Neither is eligible to serve a successive

term.

Every other Officer shall serve a two-year term and is eligible for one or more successive terms in that

respective office.

Two Vice-Presidents and the Treasurer shall be elected in even numbered years and two Vice-Presidents

and the Secretary shall be elected in odd numbered years.

4. DUTIES

A. PRESIDENT

The President shall be the Chief Executive Officer of the Association and shall preside at meetings of

the Board, the Executive Committee of the Board and membership meetings. The President shall appoint the

General Counsel with approval of the Board. The President shall appoint a Parliamentarian and the

chairpersons and members of each committee and may appoint special assistants and/or consultants deemed

necessary. The President shall serve, ex officio, as a member of all committees other than the Nominations and

the Elections Committees.

B. PRESIDENT-ELECT

The President-Elect shall perform such duties as the President and Board may assign, and except as

otherwise provided, the duties of the President during the President‟s absence. The President-Elect shall

succeed to the office of the President at the expiration of the President‟s term. The President-Elect shall serve,

ex officio, as a member of the Administration and Facilities, Convention and Meeting, and Finance and

Fundraising Committees.

C. VICE-PRESIDENTS

Vice-Presidents shall perform such duties as the President and Board of Governors may assign, and as otherwise provided by the Constitution and Bylaws. A Vice-President shall be assigned to the following areas: Regions and Affiliate Members, Finance, Membership, and Divisions and Sections. In such capacity, they shall be required to perform the following duties:

1. Oversee and coordinate the activities and reports of their designated areas; 2. Assist in the development of programs; 3. Ensure the implementation and consistent application of policies as established by the Board of

Governors; 4. Maintain a liaison with other organizations that perform related activities; 5. Maintain records and provide reports related to their activities; and 6. Research and make recommendations to the Board of Governors regarding future activities,

developments and alterations or modifications to existing programs. D. SECRETARY

The Secretary shall keep the minutes and records of the annual meetings and any other meetings of the Association, the Board, and the Executive Committee of the Board. The Secretary shall keep the membership

15

roster of the Association, receive and keep all papers, addresses, and reports of the Association. The Secretary shall give all notices required. The Secretary shall serve, ex officio, as a member of the Constitution and Bylaws Committee. E. TREASURER

The Treasurer shall supervise the safekeeping and expenditure of the funds and investments of the

Association. The Treasurer shall also confer with and generally supervise the Executive Director and

administrative staff of the Association as to the procedures used in the receipt, collection and safekeeping of all

funds and the procedures for disbursements. The Treasurer shall report on the financial condition of the

Association at all meetings. The Treasurer shall make the financial books and records of the Association

available for examination and audit by independent accountants. The Treasurer shall serve, ex officio, as a

member of the Administration and Facilities, Budget, and Finance and Fundraising Committees.

F. MEMBERS-AT-LARGE

Members-at-Large shall represent the membership and serve on the Executive Committee of the Board

of Governors and fulfill duties and responsibilities as assigned.

SECTION IV: BOARD OF GOVERNORS: MEMBERS ELECTED BY NBA SUBDIVISIONS

Additional members of the Board of Governors are elected by members of the various subdivisions of the NBA. They are regional directors, and, division chairpersons. Seven affiliate representatives are elected from among the affiliate presidents to serve on the Board. Additionally, nine of the section chairpersons are elected from among the section chairpersons to serve on the Board.

SECTION V: EXECUTIVE DIRECTOR

The Executive Director serves as Chief Administrative Officer, and supervises daily operations from the national headquarters, located at 1225 11th Street, NW Washington, D.C. In addition, the Executive Director is a salaried professional who has the ultimate responsibility to ensure that the day-to-day operations of the Association are performed efficiently and effectively. The Executive Director shall advise the Board on the operations of the national office. Duties consistently performed by the Executive Director include:

1. Arranging and attending all Association meetings; 2. Maintaining membership lists; 3. Preparing an operating budget; 4. Submitting major capital expenditures; 5. Hiring all personnel for the Association; 6. Generating proposals for funding and development of new projects; and 7. Serving as the Executive Vice-President of the NBA Investment Corporation which manages and

operates the national headquarters building.

16

SECTION VI: REGIONS/REGIONAL DIRECTORS

Definition

A Region is a subdivision of the Association contiguous to and parallel with each of the Circuit Courts

of Appeals of the United States. There shall be a Regional Director for each Region who shall perpetuate the

duties and responsibilities of its Region. Constitution, Article IX, and Bylaws, Chapter VI

Eligibility

All Regional Directors must be Regular Members in good standing, shall be elected to serve a term of

one year, and must have registered for and attended one Annual Meeting within the preceding three (3) years.

Responsibilities

1. Annual Regional Meeting and Election of Officers. During its Annual Meeting (conducted at least 30

days prior to the NBA Annual Meeting), each Region may elect a Regional Director, Deputy Director,

Secretary and Treasurer and any other officers it deems necessary to conduct the business of the Region.

In the event that an Annual Regional Meeting is not held prior to the Association‟s Annual Meeting or

officers are not elected during the meeting, the region officers shall be elected at the Annual Meeting of

the Association. Each Regional Director shall certify in writing to the NBA Secretary the election results

before the first Board Meeting after the Association‟s Annual Meeting.

2. Board Meetings. Regional Directors shall serve on the Board of Governors. Any member of the

Board, who fails to attend two consecutive Board meetings within an Association year, without a

reasonable excuse, shall be deemed to have resigned, immediately upon expiration of the appeal period.

His or her vacancy shall be filled in accordance with the Constitution and Bylaws. The Board generally

meets five times during an Association year. Typically, the first Board Meeting for the bar year is held

the day following the conclusion of the Annual Meeting. The four other meetings occur in the fall,

winter, spring, and at the Annual Convention.

3. Bylaws. The Regional Council may develop bylaws not inconsistent with the Constitution and Bylaws

of the Association and elect Officers from among themselves.

4. Conflict of Interest Disclosure. The Regional Director shall review and sign the Acknowledgment and

Conflict of Interest Disclosure Form.

5. Contact/Communication with Affiliate Chapters. The Regional Director shall visit and/or make

contact with each Affiliate Chapter within their Region during the Association year. He or she shall

distribute a Regional newsletter to each Affiliate Chapter within the Region at least twice a year.

6. Continuing Legal Education. Each Region shall conduct at least one continuing legal education

program within the Region during the Association year.

7. Programs. Each Region is expected to promote and/or participate in the initiatives of the Association

and the current administration, e.g., The Martin Luther King, Jr. Drum Major for Justice Advocacy

Competition, and the Crump Law Camp.

8. Regional Dues. Each Region may assess dues to the Affiliate Chapters within its respective jurisdiction

in amounts of no more than $50 to Affiliates with less than 25 members, and no more than $500 to

Affiliate Chapters with more than 300 members.

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9. Regional Council. Each Region shall establish a Regional Council composed of the Regional Director,

a representative of each Affiliate Chapter, and a representative from each area where there are no

Affiliate Chapters. The Council shall meet at least twice annually in concert with the Regional Director

to determine programs and policy for the Region. The Regional Director shall chair the Regional

Council.

10. Reporting Requirements. The Regional Director shall present an annual budget to the Budget

Committee by September 1 of each year for the next fiscal year, and report in writing on activities

within the Region at each meeting of the Board.

11. Inactive Region. Failure to comply with the above responsibilities may render a Region inactive.

Guidelines

As soon as possible after being elected Regional Director, contact predecessor to facilitate a smooth

transition, also:

1. Establish a regular meeting time for the Region Executive Committee;

2. Create or update a listing of affiliates within the region;

3. Establish a Regional Council;

4. Plan activities and other programs for the year, e.g., CLE program, newsletters, Annual Regional

Meeting, Regional Council Meetings, Regional Executive Committee Meetings, and reporting to

Board;

5. Estimate financial needs, prepare and submit a budget for the ensuing fiscal year (January 1 –

December 31) year by September 1; and

6. Obtain and maintain a supply of membership applications, see Exhibit A, attached.

Regions are encouraged to submit resolutions for consideration by the Association that are

relevant to its members and the Association.

For more assistance, Regional Directors should consult the Vice-President for Regions and

Affiliates, and the NBA Constitution, Article IX and Bylaws, Chapter VI.

SECTION VII: AFFILIATE REPRESENTATIVES

Definition

Affiliate Representatives are the seven (7) Affiliate Chapter Presidents, elected by the Affiliate Chapter

Presidents, who shall serve on the Board of Governors. Bylaws, Chapter IX.

Eligibility

All Affiliate Representatives must be Regular Members in good standing, shall certify to the Secretary

on or before the last day of each Annual Meeting the names of the elected Affiliate Representatives for the year,

and may serve successive terms.

Election

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The presidents of each Affiliate Chapter and designated alternates shall meet during the Annual

Meeting, and seven (7) representatives from among the affiliate presidents in office as of the date of that

meeting shall be elected to serve on the Board for the next Association year. Bylaws, Chapter IX. A first and

second alternate from among the remaining affiliate presidents shall also be elected to serve in the event a

vacancy occurs among the seven representatives during the Association year. The presidents and designated

alternates present and voting shall certify in writing to the Secretary, the name of the representatives and

alternates chosen, before the first Board Meeting after the NBA Annual Meeting. Each Affiliate Representative

and the first and second alternate must be a member of the Association in good standing.

Responsibilities

Board Meetings. The seven Affiliate Representatives elected from among the Affiliate Chapter

Presidents shall serve on the Board of Governors. As members of the Board of Governors, Affiliate

Representatives must report (in writing) their activities at each meeting of the Board. Any member of the

Board, who fails to attend two consecutive Board meetings within an Association year, without a reasonable

excuse, shall be deemed to have resigned, immediately upon expiration of the appeal period. His or her

vacancy shall be filled in accordance with the Constitution and Bylaws. The Board generally meets five times

during an Association year. Typically, the first Board Meeting for the bar year is held on the day following the

conclusion of the Annual Meeting. The four other meetings occur in the fall, winter, spring, and at the Annual

Convention.

Conflict of Interest Disclosure. Affiliate Representative shall review and sign the Acknowledgment

and Conflict of Interest Disclosure Form.

Guidelines

Affiliate Representatives shall work with the Vice-President for Regions and Affiliates to disseminate

information relating to NBA activities and programs for the year.

For additional assistance, Affiliate Representatives should consult the NBA Constitution, Articles IV,

Section 5, and V, Section 4, and Bylaws, Chapter IX.

SECTION VIII: DIVISIONS/DIVISION CHAIRPERSONS

Definition

A Division is a subdivision of the Association whose membership reflects a broad spectrum of common

interests. The Divisions shall focus their activities upon those aspects of the practice of law that have an impact

upon their members. Constitution, Article XI, and Bylaws, Chapter V.

Eligibility

All Division chairpersons must be Regular Members of the Association in good standing, shall be

elected to serve a term of one Association year, and must have registered for and attended at least one Annual

Meeting within the preceding three (3) years. This requirement is not applicable to the Chairperson of the Law

Student Division.

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Responsibilities

1. Board Meetings. The nine (9) Division Chairpersons shall serve on the Board of Governors. Any member

of the Board, who fails to attend two consecutive Board meetings within an Association year, without a

reasonable excuse, shall be deemed to have resigned, immediately upon expiration of the appeal period. His

or her vacancy shall be filled in accordance with the Constitution and Bylaws. The Board generally meets

five times during an Association year. Typically, the first Board Meeting for the bar year is on the day

following the conclusion of the Annual Meeting. The four other meetings normally occur in the fall, winter,

spring, and at the Annual Convention.

2. Dissemination of Information. Conduct any and all activities appropriate to further the dissemination of

information that affects the practice of law or the status of its members.

3. Election of Officers. Divisions shall elect Officers at the Annual Meeting. Each Division shall elect a

chairperson, vice-chairperson, secretary, and treasurer. Elections shall be held at the Annual Meeting of the

Association or at the Annual Meeting of the Division. Each Division shall certify in writing to the Secretary

the name of its chairperson before the first Board Meeting after the Association‟s Annual Meeting.

4. Conflict of Interest Disclosure. Division Chairperson shall review and sign the Acknowledgment and


5. Reporting Requirements. Present an annual budget to the Budget Committee by September 1 of each year

for the ensuing fiscal year. Report in writing on Division at each meeting of the Board. Report in writing

on the Division‟s financial activities to the Board. This report shall include itemizations of receipts and

disbursements of all monies handled by the Division. This report shall be presented at each meeting of the

Board. See Board Report Format attached as Exhibit B.

6. Division Dues. Each Division may assess its own dues in amounts not exceeding the annual membership

dues for Regular Members admitted to practice more than five years; however, a percentage of the dues, as

determined by the Board, shall be allocated to the Association for the purpose of funding a staff person

assigned to Division activities.

7. Publishing. Contribute at least one publishable article for the NBA Magazine or circulate a Division

publication.

8. Inactive Division. Failure to comply with the above responsibilities may render a Division inactive

Guidelines

As soon as possible after being elected Division Chairperson, contact predecessor to facilitate a smooth

transition, also:

1. Establish a regular meeting time for the Division Executive Committee;

2. Request a membership roster from the national office;

3. Work with the Division Executive Committee to plan activities and other programs for the year,

e.g., publication(s), Executive Committee Meetings, reporting to Board; and


December 31) year by September 1.

20

In addition, Divisions are encouraged to submit resolutions for consideration by the Association

that are relevant to its members and the Association. See sample Resolution attached as Exhibit C.

For more assistance, Division Chairpersons should consult with the Vice-President for Divisions

and Sections, and review the NBA Constitution, Article XI, and Bylaws, Chapter V.

SECTION IX: SECTIONS/SECTION CHAIRPERSONS

Definition

A Section is a subdivision of the Association relating to one of twenty-two substantive areas of the law.

Constitution, Article XII, and Bylaws, Chapter VII.

Eligibility

All Section Chairpersons must be Regular Members of the Association in good standing.

Responsibilities

1. Section Representatives. The chairpersons of each Section shall meet during the Annual Meeting at

the time and place specified on the agenda. At the meeting, they shall elect nine (9) representatives from

among the Section chairpersons to serve on the Board of Governors. They shall also elect a first and

second alternate from among the remaining Section chairpersons to serve in the event a vacancy occurs

among the nine representatives. The Section chairpersons present and voting shall certify in writing to

the Secretary the representatives and alternates chosen on or before the first Board Meeting after the

NBA Annual Meeting. Each Section representative and the first and second alternate must be a member

of the Association in good standing.

2. Board Meetings. The nine Section Representatives, elected from among the Section Chairpersons,

shall serve on the Board of Governors. Bylaws, Chapter VIII. Any member of the Board, who fails to

attend two consecutive Board Meetings within an Association year, without a reasonable excuse, shall

be deemed to have resigned, immediately upon expiration of the appeal period. His or her vacancy shall

be filled in accordance with the Constitution and Bylaws. The Board generally meets five times during

an Association year. Typically, the first Board Meeting for the bar year is on the day following the

conclusion of the Annual Meeting. The four other meetings occur in the fall, winter, spring, and at the

Annual Convention.

3. Conflict of Interest Disclosure. Section Chairperson shall review and sign the Acknowledgment and


4. Continuing Legal Education. Each Section shall conduct a minimum of two substantive seminars

during the Association year.

5. Dissemination of Information. Each Section shall conduct any and all such activities appropriate to

further the dissemination of information in their respective areas of law. Each Section is encouraged to

maintain a webpage and publish newsletters.

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6. Election of Officers. Sections shall elect Officers at the Annual Meeting. Each Section shall elect a

chairperson, vice-chairperson, secretary, and treasurer. Elections shall be held at the time and place

indicated on the Annual Meeting agenda. Each Section shall certify in writing to the Secretary the name

of its chairperson before the first Board Meeting after the NBA Annual Meeting.

7. Reporting Requirements. Present an annual budget to the Budget Committee by September 1 of each

year for the ensuing fiscal year. See sample budget attached as Exhibit D. Report in writing on Section

activities through the Section representatives at each meeting of the Board. Report in writing on the

Section‟s financial activities through the Section Representative to the Board. This report shall include

itemizations of receipts and disbursements of all monies handled by the Section. This report shall be

presented at each meeting of the Board.

8. Section Dues. Each Section may assess dues in an amount not exceeding the annual membership dues

for Regular Members admitted to practice more than five years; however, a percentage of the dues, as

determined by the Board shall be allocated to the Association for the purpose of funding a staff person

assigned to Section activities.

9. Inactive Section. Failure to comply with the above responsibilities may render a Section inactive.

Guidelines

As soon as possible after being elected Section Chairperson, contact predecessor to facilitate a smooth

transition, also:

1. Establish a regular meeting time for the Section Executive Committee;

2. Request a membership roster from the national office;

3. Maintain regular contact with the Vice-President for Divisions and Sections;

4. Work with the Section Executive Committee to plan activities and other programs for the year,

e.g., CLE programs, newsletter(s), Executive Committee Meetings, and reporting to Board; and


December 31) year by September 1.

In addition, Sections are encouraged to submit resolutions for consideration by the Association

that are relevant to its substantive area of law and the Association.

For more assistance, Section Chairpersons should consult the Vice-President for Divisions and

Sections, and review the NBA Constitution, Article XII, and Bylaws, Chapters VII and VIII.

SECTION X: AFFILIATE CHAPTER RESPONSIBILITIES

Definition

Affiliate Members/Chapters are those associations of lawyers which are chartered by the Association.

Constitution, Article IV, Section 5.

22

Eligibility

An association of lawyers that is organized within any state or territory of the United States, the District

of Columbia, or any other country, and that supports the objectives of the Association may become an Affiliate

Chapter of the Association upon application and payment of applicable annual membership fee.

New Affiliates

Any association of lawyers applying for affiliate membership must meet the following additional

requirements:

1. Two of the officers of the affiliate must be members of the Association in good standing; and

2. At least ten other members of the affiliate must be members of the Association in good standing.

Existing Affiliates

In order for an Affiliate Chapter to remain in good standing at least two of its officers and at least five

other chapter members must be members of the Association in good standing.

Guidelines

As soon as possible after being elected Affiliate Chapter President, contact predecessor to facilitate a

smooth transition, also:

1. Contact the Association and provide it with updated contact information for the Affiliate Chapter

and its Executive Committee;

2. Obtain the contact information for the Association‟s Board of Governors; and

3. Include the President, Vice-President for Regions and Affiliate Chapters, Regional Director, and

Affiliate Representative to the Board on the Affiliate Chapter‟s mailing list.

Responsibilities

1. Affiliate Chapter Dues. Each Affiliate Chapter will be assessed annual dues by the

Association based on the number of members it has. Affiliate dues must be paid in order to be

eligible to cast the vote(s) of the Affiliate Chapter at the Annual Convention.

2. Letterhead. Affiliate letterhead and printed material must indicate that the affiliate is “an

active member of the National Bar Association.”

3. Programs. Each Affiliate Chapter is expected to promote and/or participate in the initiatives

of the Association and the current administration, e.g., The Martin Luther King, Jr. Drum

Major for Justice Advocacy Competition, and the Crump Law Camp.

4. Regional Council. Each Affiliate Chapter shall have a representative serve on the Regional

Council.

23

5. Regional Dues. Each Affiliate Chapter may be assessed regional dues in amounts of no more

than $50 to Affiliates with less than 25 members, and no more than $500 to Affiliate Chapters

with more than 300 members.

6. Voting. Affiliate Chapters are entitled to vote in the election of Association Officers and

Members-at-Large. An Affiliate Chapter shall be entitled to cast one (1) vote for itself and

one (1) additional vote for every ten (10) Regular and Associate Members of that affiliate

registered at the Annual Meeting. Any authorized designee of that affiliate registered at the

Annual Meeting may cast the total votes of an Affiliate Chapter in good standing. A properly

completed and submitted Affiliate Voter Certification Form (available at

www.nationalbar.org) and the payment of the applicable dues will authorize the designee to

vote.

It is in the best interest of the Affiliate Chapters to have a representative register for, attend, and

participate in the Association‟s Annual Meeting. In addition, Affiliate Chapters are encouraged to submit

resolutions for consideration by the Association that are relevant to its members and the Association.

For more assistance, Affiliate Chapter Presidents should consult the Vice-President for Regions and

Affiliates, their Regional Director, Affiliate Representatives and/or the national office.

Liaisons - Affiliate Representatives.

Affiliate Representatives are the seven (7) Affiliate Chapter Presidents elected by the Affiliate Chapter

Presidents who shall serve on the Board of Governors. The Vice President for Regions and Affiliates shall

assign each Affiliate Representative several affiliate chapters and the Affiliate Representative shall serve as

their liaison.


24

APPENDIX: EXHIBITS

25

EXHIBIT A

MEMBERSHIP APPLICATION

26

National Bar Association INDIVIDUAL MEMBERSHIP APPLICATION

Check If: *New Member □ Renewal □ Original Year Joined ______________ Member No. _____________________

Ms./Mrs./Mr./Hon. Name: __________________________________________________________________________________________________ Last First M.I.

Name of Organization or Firm: ______________________________________________________________________________________________

Business Address: ________________________________________________________________________________________________________

City: ________________________________________ State: ________________ Zip: ____________________________________

Work Number: ( ) _____________________________ Fax Number: ( ) ___________________________________________

Secondary Address: _______________________________________________________________________________________________________

City: _________________________ State: ___________ Zip: _____________ Telephone Number: ( ) ______________________________

E-mail Address: _______________________________________ Send mail to: □ Business □ Secondary Address

NBA Chapter Affiliation __________________________________________________________________________________________________

Law School: ______________________________________ Degrees: __________________________ Year Graduated: __________________

Original Admission to Bar: _________________________________________________ Date of Birth: ____________________________

State Month Day Year Month Day

*New Member Sponsor _______________________________________________________________________________________

The membership year for NEW members is twelve months from the date joined. Dues amount is based on the year of original admission to the Bar.

CLASS OF MEMBERSHIP

Regular Membership

(MC) □ Admitted to Practice less than five (5) years..…………………………………………………………..…………….….… $125.00

(MB) □ Admitted to Practice more than five (5) years ………………………………………………………………….…….…… $250.00

(MG) □ Admitted to Practice more than five (5) years (Sustaining Status-Gold Card) ……………………………………..…....… $300.00

(MP) □ Admitted to Practice more than five (5) years (Sustaining Status-Platinum Card) ….……….……………………….…... $350.00

(MD) □ Associate Membership (Lawyer not yet admitted to a Bar) ………………………………………………………….……. $100.00

(PL) □ Auxiliary Member…………………………………………….………………………………………………………………$100.00

(ME) □ Student Membership & First Year Law School Graduates ………………………………………………….……… NO CHARGE

Life Membership

(MA) □ Regular Life Membership ………………………………………………………………………………………….…….. $5,000.00

(SA) □ Subscribing Life Membership ($2,000.00 down and $2,000.00 per year for two years) …………….………………..… $6,000.00

National Bar Institute

(NBI) □ National Bar Institute Annual Dues…………………………………………… …………….……………………..……..…

$50.00

METHOD OF PAYMENT ENCLOSED

□ Check/Money Order: _____________________________________ Credit Card: □AMEX □VISA □MC □DINERS

□ Purchase Order No: ______________________________________ Card No: ________________________________________________

$___________Annual NBA Dues $___________ Section Fee(s) Expiration Date: __________________________________________

Total Payment: ____________________________________________ Signature: _______________________________________________

Payment by credit card may be faxed to (202) 289-6170. When faxed, please DO NOT MAIL a duplicate copy. Return this application with payment.

Make checks payable to the National Bar Association and mail to:

Director of Membership

National Bar Association, 1225 11th Street, N.W., Washington, D.C. 20001

If elected to membership in the National Bar Association, I will abide by the Constitution, By-Laws and Code of Professional Responsibility.

Please complete your name and address as you wish it to appear on the NBA

Membership Roster, Membership Card and Certificate.

27

Date: ____________________________________________ Signature: _______________________________________________________

WHAT SECTIONS/DIVISIONS ARE YOU INTERESTED IN JOINING?

DIVISIONS: □ Civil Rights ($20.00)

□ Government Lawyers Division ($15.00) □ Civil Trial Advocacy ($25.00)

□ Judicial Council Division (Choose one) □ Commercial Law ($25.00)

□ New Judicial Council Member ($75.00) □ Communications Law ($15.00)

□ Retired from the Judiciary ($50.00)

□ Regular Member ($100.00)

□ Corporate Law ($25.00) □ Criminal Law ($25.00)

□ Energy, Environmental & Public Utilities Law ($20.00)

□ Law Professors Division ($35.00) □ Entertainment, Sports & Art Law ($20.00)

□ Legislative Lawyers Division ($35.00) □ Family Law ($15.00)

□ Partners in Majority Law Firms ($25.00) □ Health Law ($25.00)

□ Small Firms/ Solo Practitioner ($25.00) □ Immigration Law ($25.00)

□ Women Lawyers Division ($15.00) □ Intellectual Property Law ($25.00)

□ Young Lawyers Division ($20.00) □ International Law ($35.00)

□ Law Students Division (No Charge) □ Labor & Employment Law ($25.00)

SECTIONS □ Law & Religion ($20.00)

□ Military Law ($20.00)

□ Administrative Lawyers ($10.00) □ Real Estate & Probate Law ($25.00)

□ Arbitration ($15.00) □ Small Business Law ($20.00)

□ Bankruptcy ($20.00) □ Tax ($25.00)

MEMBERSHIP INFORMATION

CONFIDENTIAL – NBA FILES ONLY

Type of Practice: □ Corporation/Company □ Judge □ Law Professor

(check one) □ Government Lawyer □ Law Firm □ Solo Practitioner

□ Other _________________________________________________________________

Area(s) of Emphasis (check two):

□ Administrative □ Corporate □ General Practice □ Law Professor □ Pension

□ Aeronautical □ Criminal □ Health □ Malpractice □ Probate

□ Admiralty Maritime □ Construction □ Housing □ Medical □ Public Utility

□ Antitrust □ Civil Rights □ International □ Military □ Real Property

□ Banking & Finance □ Energy □ Immigration □ Municipal □ Securities

□ Bankruptcy □ Entertainment & Sport □ Insurance □ Negligence/Personal Injury □ Taxation

□ Computer □ Elder Law □ Judiciary □ Public Interest □ Tort

□ Communications □ Estate Planning □ Legislative □ Patent/Trademark/Copyright □ Transportation

□ Consumer □ Environmental □ Litigation □ Public Contract □ Worker‟s Compensation

□ Commercial □ Family □ Labor □ Product Liability □ Zoning & Land Use

□Other __________________________________________________

Other State or Federal Bar Memberships: ______________________________________________________________________________________

Membership in Local Bar Associations, Law Clubs, etc. __________________________________________________________________________

________________________________________________________________________________________________________________________

Other Membership (Civic & Social) __________________________________________________________________________________________

________________________________________________________________________________________________________________________

List any Publications, Papers presented, Awards received _________________________________________________________________________

________________________________________________________________________________________________________________________

________________________________________________________________________________________________________________________

NBA dues are not deductible as a charitable contribution for tax purposes, but may be deductible as a business expense.

Please allow 3-6 weeks for processing.

28

EXHIBIT B

NBI MEMBERSHIP

APPLICATION

29

NATIONAL BAR INSTITUTE

MEMBERSHIP APPLICATION

Complete the form below for NBI Membership, and please make sure you include your e-mail address.

Dues: Individual - $50.00 NBA Affiliate Chapter - $100.00

Name ______________________________________________________________

Organization ________________________________________________________

Street Address _______________________________________________________

___________________________________________________________________

City ____________________ State ___________ Zip Code ___________________

Phone ___________________________ Fax _______________________________

E-mail Address _______________________________________________________

Method of Payment Enclosed

Check/Money Order No.: ________________________

Credit Card No.: ___________________________ Type (MC, Visa, etc.): ________

Expiration Date: ________ Signature: _________________________________

Total Payment Amount: ________________

Mail or fax (credit card payments only) completed form with payment to:

The National Bar Institute, 1225 11th Street, N.W. 20001-4217

Fax: (202) 289-6170

EXHIBIT C

Board Report Format

MEMORANDUM

TO: NBA Board of Governors

FROM: Name and Title

DATE:

RE: Report for Board of Governors Meeting

1. Recommendation of Action Items for the Board:

2. Substantive Matters Addressed Within Area of Responsibility:

3. Status of Membership Recruitment:

4. Actions Taken to Recruit New Members:

5. Listing of Activities Participated in Since the Last Board Meeting That Supported NBA Goals:

6. Actions Taken to Raise funds for the NBA and results:

EXHIBIT D

Sample Budget

NATIONAL BAR ASSOCIATION

PROPOSED BUDGET

(Name of Subdivision)

(January 1, 20__ - December 31, 20__)

Income

Balance Carried Forward $1,000.00

Dues 1,000.00

Sponsorships (other than events) 1,000.00

Fundraising (other than events) 1,000.00

Event Revenue (input total from Event page) 3,000.00

Contributions/Gifts/Sponsorships 1,000.00

Total Income $8,000.00

Expenses

Dues Assessment Fee (40% of Subdivision dues) $ 400.00

National Bar Institute 200.00

Postage and copies - regular SUBDIVISION business

(Correspondence, minutes, etc.) 200.00

Postage, copies, supplies, telephone expenses, etc.

for membership recruitment, newsletter

creation and distribution 200.00

CLE Events Expenses 1,000.00

Event Expenses (input from Event page) 2,000.00

Total Expenses $4,000.00

Net Income $4,000.00

EXHIBIT E

Sample Resolution

NATIONAL BAR ASSOCIATION

Resolution (briefly describe the action to be taken

As a result of the resolution, e.g., to support HB 001)

WHEREAS, the National Bar Association is the oldest and largest bar association of attorneys of color in the

world; and

Whereas: (Foundation Clauses)

This is where the resolution is formed, the whereas sections are where the reasons for the resolution are spelled

out, include support for the action you want. There should be as many whereas‟ as are needed to explain the

„Be It Therefore Resolved‟ section of the resolution. If the whereas‟ do not do a good enough job of explaining

the resolution then it has a good chance of not passing.

NOW THEREFORE BE IT RESOLVED, that the National Bar Association

_____________________________________________________________________;

Be It Therefore Resolved: (Main Action Clause)

This is where you spell out what you want done when and if the resolution is passed. If you want a person to do

something, whatever it is that you want done this is where you say it. Be as specific as you can be when writing

what you want, otherwise you most likely will get something like what you wanted, but not exactly.

and

BE IT FURTHER RESOLVED, that the National Bar Association ___________________________.

Further: (Secondary Action Clause, if necessary)

This is where you state your secondary actions, what you want in addition to the main action clause. If you

want the resolution to be adopted immediately or if you have a specific date in mind this is where you would

put it. If you wanted to say something related to the resolution but that is not covered in the main action clause

then this is where you say it.

Done this __________ day of ___________________ in the year _______ in the City

of ________________________ in the State of ________________________.

By: ____________________________________________________________________

(Typed name of President)

President, National Bar Association

Attested and subscribed to

_____________________________________________________________

(Typed name of Secretary)

Secretary, National Bar Association

EXHIBIT F

Acknowledgment and

Conflict of Interest Disclosure

Form

ACKNOWLEDGEMENT AND CONFLICT OF INTEREST DISCLOSURE FORM

Name: _____________________________________________________________________________

I have received a copy of The National Bar Association (NBA) Conflict of Interest Policy. I have read and

understand the Policy and agree to comply fully with its terms and conditions at all times during my service as a

board member of NBA or its related entities, or officer or other "Covered Person" (as defined in such policy). I

understand that NBA and its related entities, in order to maintain their federal tax exemption, must engage

primarily in activities which accomplish one or more of their tax-exempt purposes. If at any time following the

submission of this form I become aware of any actual or potential conflicts of interest or if the information

provided below becomes inaccurate or incomplete, I will promptly notify the NBA Executive Committee in

writing.

1. Positions in NBA or Its Related Entities

Please list all current or proposed relationships with NBA or its related entities, including, but not

limited to, positions currently held or being sought in NBA or its related entities.

2. Relationships with Other Organizations/Entities1

Please list any leadership role in, or other relationship with, another organization or entity, e.g., board or

committee member, advisor or contributor.

3. Employment

Please list any current or proposed full- or part-time employment, as well as any employment within the

previous three years.2

4. Consultancies3

Please list any individual or entity for whom you4 are now providing, or are about to provide, consulting

services, as well as any individual or entity for whom you provided such services or by whom you were

paid, during the past three years.

5. Ownership Interests5

Please list any ownership interests you6 hold in a commercial entity that reasonably may be anticipated

to conflict with the interests of NBA or its related entities.

6. Other Actual, Potential or Apparent Conflicts

Please list any other personal or professional position(s) or interest(s) you currently or are about to hold,

or activities in which you are or are about to be engaged, which reasonably may be anticipated to

conflict with the interests of NBA or its related entities.

1 Only report those relationships or interests that reasonably involve the interests of the NBA or its related entities.

2 Please include anyone with whom you directly share income.


4 “You” includes you and anyone with whom you directly share income.


6 “You” includes you and anyone with whom you directly share income.

EXHIBIT G

Subdivision Checklist


CHECKLIST FOR NBA SUBDIVISIONS

Please indicate date of completion for each task and submit form to your assigned Vice President, update as

necessary, but submit a form no more than once a month

Name of Subdivision:

_____________________________________________________________________________

Name of Chairperson/Director:

_____________________________________________________________________________

___ Retain a copy of the form certifying that subdivision met and elected officers before submitting it to

NBA Secretary. Form is due before the first Board of Governors Meeting after the Annual Convention.

___ Obtain, Review and Sign Acknowledgment and Conflict of Interest Disclosure Form before the first

Board of Governors Meeting after the Annual Convention.

___ Provide the National Office with contact information for subdivision officers. This should be done

within a week of your election. Information will be used by the NBA Communications Coordinator to

update the NBA website.

___ Send current headshot to NBA Webmaster/Communications Coordinator.

___ Obtain and review copy of the Board Orientation Handbook.

___ Obtain and review the NBA staff list.

___ Obtain and review a copy of NBA Calendar of Events.

___ Obtain and review copy of the Subdivision Handbook.

___ Obtain and review copy of the Fiscal Management Policy and Procedure Manual.

___ Obtain a copy of your predecessor‟s reports, newsletters and review for follow up and/or next steps.

___ Review NBA website for resources, e.g., NBA Constitution & Bylaws. Know how to access them

quickly. Have a NBA staff member walk you through the website, if necessary.

___ Familiarize yourself with the following Standing Committees:

Administration and Facilities, Budget, Finance and Fundraising, Membership and Legal Education.

Description may be found in the Constitution & Bylaws.

___ Know how to utilize the NBA e-blast by contacting the NBA Communications Coordinator for rules and

procedures.

___ Submit required budget to Budget Chairperson and “cc” the Vice President of Finance, and your

assigned Vice President by September 1.

___ Request the listing or roster from the NBA national office. Review your current dues structure and mail

or e-mail membership forms with dues request to all your members. Plan frequent communications, at

least quarterly, separate from any newsletter.

___ Publish and disseminate a newsletter or other communication for your members quarterly. Contact the

NBA national office for samples, and assistance with software and design. Work with NBA national

office to publicize your activities in local and national media. Consult your assigned Vice President, if

necessary. [Divisions – submit one article for the NBA magazine or circulate a Division publication,

e.g., newsletter; Regions – distribute a newsletter at least twice a year; Sections – conduct activities to

further the dissemination of information in respective area of law.

___ Report in writing to Board of Governors at least 3 weeks prior to each Board Meeting, the activities of

your subdivision utilizing the official board report format. Submit this report to NBA national office

and “cc” your assigned Vice President.

___ Sections coordinate at least two substantive CLE programs/projects during the bar year. Regions

conduct at least one CLE program within the region during the year. Partnering with NBA affiliates,

other subdivisions, NBA committees and local institutions is acceptable. Divisions do not have to

conduct CLEs, but if you do, please report. If you have CLE questions please contact the NBA National

office.

Revised 11/11

41

EXHIBIT H

Blank W-9

Form W-9(Rev. December 2011)Department of the Treasury Internal Revenue Service

Request for Taxpayer Identification Number and Certification

Give Form to the requester. Do not send to the IRS.

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2.

Name (as shown on your income tax return)

Business name/disregarded entity name, if different from above

Check appropriate box for federal tax classification:

Individual/sole proprietor C Corporation S Corporation Partnership Trust/estate

Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=partnership) ▶

Other (see instructions) ▶

Exempt payee

Address (number, street, and apt. or suite no.)

City, state, and ZIP code

Requester’s name and address (optional)

List account number(s) here (optional)

Part I Taxpayer Identification Number (TIN)Enter your TIN in the appropriate box. The TIN provided must match the name given on the “Name” line to avoid backup withholding. For individuals, this is your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN on page 3.

Note. If the account is in more than one name, see the chart on page 4 for guidelines on whose number to enter.

Social security number

– –

Employer identification number

–

Part II CertificationUnder penalties of perjury, I certify that:

1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and

2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and

3. I am a U.S. citizen or other U.S. person (defined below).

Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions on page 4.

Sign Here

Signature of U.S. person ▶ Date ▶

General InstructionsSection references are to the Internal Revenue Code unless otherwise noted.

Purpose of FormA person who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) to report, for example, income paid to you, real estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA.

Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN to the person requesting it (the requester) and, when applicable, to:

1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued),

2. Certify that you are not subject to backup withholding, or

3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners’ share of effectively connected income.

Note. If a requester gives you a form other than Form W-9 to request your TIN, you must use the requester’s form if it is substantially similar to this Form W-9.

Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are:

• An individual who is a U.S. citizen or U.S. resident alien,

• A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States,

• An estate (other than a foreign estate), or

• A domestic trust (as defined in Regulations section 301.7701-7).

Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax on any foreign partners’ share of income from such business. Further, in certain cases where a Form W-9 has not been received, a partnership is required to presume that a partner is a foreign person, and pay the withholding tax. Therefore, if you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income.

Cat. No. 10231X Form W-9 (Rev. 12-2011)

Form W-9 (Rev. 12-2011) Page 2

The person who gives Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States is in the following cases:

• The U.S. owner of a disregarded entity and not the entity,

• The U.S. grantor or other owner of a grantor trust and not the trust, and

• The U.S. trust (other than a grantor trust) and not the beneficiaries of the trust.

Foreign person. If you are a foreign person, do not use Form W-9. Instead, use the appropriate Form W-8 (see Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities).

Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a “saving clause.” Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes.

If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items:

1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien.

2. The treaty article addressing the income.

3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions.

4. The type and amount of income that qualifies for the exemption from tax.

5. Sufficient facts to justify the exemption from tax under the terms of the treaty article.

Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption.

If you are a nonresident alien or a foreign entity not subject to backup withholding, give the requester the appropriate completed Form W-8.

What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS a percentage of such payments. This is called “backup withholding.” Payments that may be subject to backup withholding include interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding.

You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return.

Payments you receive will be subject to backup withholding if:

1. You do not furnish your TIN to the requester,

2. You do not certify your TIN when required (see the Part II instructions on page 3 for details),

3. The IRS tells the requester that you furnished an incorrect TIN,

4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or

5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only).

Certain payees and payments are exempt from backup withholding. See the instructions below and the separate Instructions for the Requester of Form W-9.

Also see Special rules for partnerships on page 1.

Updating Your InformationYou must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you no longer are tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account, for example, if the grantor of a grantor trust dies.

PenaltiesFailure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.

Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty.

Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment.

Misuse of TINs. If the requester discloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties.

Specific InstructionsNameIf you are an individual, you must generally enter the name shown on your income tax return. However, if you have changed your last name, for instance, due to marriage without informing the Social Security Administration of the name change, enter your first name, the last name shown on your social security card, and your new last name.

If the account is in joint names, list first, and then circle, the name of the person or entity whose number you entered in Part I of the form.

Sole proprietor. Enter your individual name as shown on your income tax return on the “Name” line. You may enter your business, trade, or “doing business as (DBA)” name on the “Business name/disregarded entity name” line.

Partnership, C Corporation, or S Corporation. Enter the entity's name on the “Name” line and any business, trade, or “doing business as (DBA) name” on the “Business name/disregarded entity name” line.

Disregarded entity. Enter the owner's name on the “Name” line. The name of the entity entered on the “Name” line should never be a disregarded entity. The name on the “Name” line must be the name shown on the income tax return on which the income will be reported. For example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a domestic owner, the domestic owner's name is required to be provided on the “Name” line. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on the “Business name/disregarded entity name” line. If the owner of the disregarded entity is a foreign person, you must complete an appropriate Form W-8.

Note. Check the appropriate box for the federal tax classification of the person whose name is entered on the “Name” line (Individual/sole proprietor, Partnership, C Corporation, S Corporation, Trust/estate).

Limited Liability Company (LLC). If the person identified on the “Name” line is an LLC, check the “Limited liability company” box only and enter the appropriate code for the tax classification in the space provided. If you are an LLC that is treated as a partnership for federal tax purposes, enter “P” for partnership. If you are an LLC that has filed a Form 8832 or a Form 2553 to be taxed as a corporation, enter “C” for C corporation or “S” for S corporation. If you are an LLC that is disregarded as an entity separate from its owner under Regulation section 301.7701-3 (except for employment and excise tax), do not check the LLC box unless the owner of the LLC (required to be identified on the “Name” line) is another LLC that is not disregarded for federal tax purposes. If the LLC is disregarded as an entity separate from its owner, enter the appropriate tax classification of the owner identified on the “Name” line.


Other entities. Enter your business name as shown on required federal tax documents on the “Name” line. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on the “Business name/disregarded entity name” line.

Exempt Payee If you are exempt from backup withholding, enter your name as described above and check the appropriate box for your status, then check the “Exempt payee” box in the line following the “Business name/disregarded entity name,” sign and date the form.

Generally, individuals (including sole proprietors) are not exempt from backup withholding. Corporations are exempt from backup withholding for certain payments, such as interest and dividends.

Note. If you are exempt from backup withholding, you should still complete this form to avoid possible erroneous backup withholding.

The following payees are exempt from backup withholding:

1. An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2),

2. The United States or any of its agencies or instrumentalities,

3. A state, the District of Columbia, a possession of the United States, or any of their political subdivisions or instrumentalities,

4. A foreign government or any of its political subdivisions, agencies, or instrumentalities, or

5. An international organization or any of its agencies or instrumentalities.

Other payees that may be exempt from backup withholding include:

6. A corporation,

7. A foreign central bank of issue,

8. A dealer in securities or commodities required to register in the United States, the District of Columbia, or a possession of the United States,

9. A futures commission merchant registered with the Commodity Futures Trading Commission,

10. A real estate investment trust,

11. An entity registered at all times during the tax year under the Investment Company Act of 1940,

12. A common trust fund operated by a bank under section 584(a),

13. A financial institution,

14. A middleman known in the investment community as a nominee or custodian, or

15. A trust exempt from tax under section 664 or described in section 4947.

The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 15.

IF the payment is for . . . THEN the payment is exempt for . . .

Interest and dividend payments All exempt payees except for 9

Broker transactions Exempt payees 1 through 5 and 7 through 13. Also, C corporations.

Barter exchange transactions and patronage dividends

Exempt payees 1 through 5

Payments over $600 required to be reported and direct sales over $5,000 1

Generally, exempt payees 1 through 7 2

1 See Form 1099-MISC, Miscellaneous Income, and its instructions.2 However, the following payments made to a corporation and reportable on Form

1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney, and payments for services paid by a federal executive agency.

Part I. Taxpayer Identification Number (TIN)Enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN is your IRS individual taxpayer identification number (ITIN). Enter it in the social security number box. If you do not have an ITIN, see How to get a TIN below.

If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN. However, the IRS prefers that you use your SSN.

If you are a single-member LLC that is disregarded as an entity separate from its owner (see Limited Liability Company (LLC) on page 2), enter the owner’s SSN (or EIN, if the owner has one). Do not enter the disregarded entity’s EIN. If the LLC is classified as a corporation or partnership, enter the entity’s EIN.

Note. See the chart on page 4 for further clarification of name and TIN combinations.

How to get a TIN. If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS-5, Application for a Social Security Card, from your local Social Security Administration office or get this form online at www.ssa.gov. You may also get this form by calling 1-800-772-1213. Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS-4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/businesses and clicking on Employer Identification Number (EIN) under Starting a Business. You can get Forms W-7 and SS-4 from the IRS by visiting IRS.gov or by calling 1-800-TAX-FORM (1-800-829-3676).

If you are asked to complete Form W-9 but do not have a TIN, write “Applied For” in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, generally you will have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60-day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requester.

Note. Entering “Applied For” means that you have already applied for a TIN or that you intend to apply for one soon.

Caution: A disregarded domestic entity that has a foreign owner must use the appropriate Form W-8.

Part II. CertificationTo establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if item 1, below, and items 4 and 5 on page 4 indicate otherwise.

For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on the “Name” line must sign. Exempt payees, see Exempt Payee on page 3.

Signature requirements. Complete the certification as indicated in items 1 through 3, below, and items 4 and 5 on page 4.

1. Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during 1983. You must give your correct TIN, but you do not have to sign the certification.

2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form.

3. Real estate transactions. You must sign the certification. You may cross out item 2 of the certification.


4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. “Other payments” include payments made in the course of the requester’s trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations).

5. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), IRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification.

What Name and Number To Give the RequesterFor this type of account: Give name and SSN of:

1. Individual The individual2. Two or more individuals (joint

account)The actual owner of the account or, if combined funds, the first individual on the account 1

3. Custodian account of a minor (Uniform Gift to Minors Act)

The minor 2

4. a. The usual revocable savings trust (grantor is also trustee) b. So-called trust account that is not a legal or valid trust under state law

The grantor-trustee 1

The actual owner 1

5. Sole proprietorship or disregarded entity owned by an individual

The owner 3

6. Grantor trust filing under Optional Form 1099 Filing Method 1 (see Regulation section 1.671-4(b)(2)(i)(A))

The grantor*

For this type of account: Give name and EIN of:

7. Disregarded entity not owned by an individual

The owner

8. A valid trust, estate, or pension trust Legal entity 4

9. Corporation or LLC electing corporate status on Form 8832 or Form 2553

The corporation

10. Association, club, religious, charitable, educational, or other tax-exempt organization

The organization

11. Partnership or multi-member LLC The partnership12. A broker or registered nominee The broker or nominee

13. Account with the Department of Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments

The public entity

14. Grantor trust filing under the Form 1041 Filing Method or the Optional Form 1099 Filing Method 2 (see Regulation section 1.671-4(b)(2)(i)(B))

The trust

1 List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person’s number must be furnished.

2 Circle the minor’s name and furnish the minor’s SSN.

3 You must show your individual name and you may also enter your business or “DBA” name on the “Business name/disregarded entity” name line. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN.

4 List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Also see Special rules for partnerships on page 1.

*Note. Grantor also must provide a Form W-9 to trustee of trust.

Note. If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed.

Secure Your Tax Records from Identity TheftIdentity theft occurs when someone uses your personal information such as your name, social security number (SSN), or other identifying information, without your permission, to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund.

To reduce your risk:

• Protect your SSN,

• Ensure your employer is protecting your SSN, and

• Be careful when choosing a tax preparer.

If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter.

If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity or credit report, contact the IRS Identity Theft Hotline at 1-800-908-4490 or submit Form 14039.

For more information, see Publication 4535, Identity Theft Prevention and Victim Assistance.

Victims of identity theft who are experiencing economic harm or a system problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll-free case intake line at 1-877-777-4778 or TTY/TDD 1-800-829-4059.

Protect yourself from suspicious emails or phishing schemes. Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft.

The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts.

If you receive an unsolicited email claiming to be from the IRS, forward this message to [email protected]. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration at 1-800-366-4484. You can forward suspicious emails to the Federal Trade Commission at: [email protected] or contact them at www.ftc.gov/idtheft or 1-877-IDTHEFT (1-877-438-4338).

Visit IRS.gov to learn more about identity theft and how to reduce your risk.

Privacy Act NoticeSection 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information. Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, states, the District of Columbia, and U.S. possessions for use in administering their laws. The information also may be disclosed to other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return. Under section 3406, payers must generally withhold a percentage of taxable interest, dividend, and certain other payments to a payee who does not give a TIN to the payer. Certain penalties may also apply for providing false or fraudulent information.

42

EXHIBIT I

Payment Request Form

Payment Request Form

Vendor: Amount:

Mailing Address:

Purpose/Description:

EXPENSE CODESource of

Funds

Account Number Department Event Class

Account:

Account:

Account:

Account:

Forms without coding will not be processed.

APPROVALS SIGNATURE PRINT NAME DATE

Requested by:

Approved by:

Interim Executive Director

CFO `

National Bar Association Inc

ATTN: Accounts Payable

1225 11th NW

Washington, DC 20001

43

EXHIBIT J

Blank NBA Expense

Reimbursement Form

EMPLOYEE NAME:

NBA EXPENSE REIMBURSEMENT FORM

DATE:

EXPENSE ITEM TOTAL

Room plus tax -$ -$ -$ -$ -$ -$ -$

Breakfast -$

Lunch

Dinner -$

Total Meals -$

Air Fare/Transportation -$ -$ -$ -$ -$ -$

Taxi, Limo -$ -$ -$ -$ -$

Private Auto @ 55 ¢ per mile -$ -$ -$ -$ -$ -$ -$

Parking and toll -$ -$ -$ -$ -$ -$ -$

Car Rental -$ -$ -$ -$ -$ -$

Total Ground Transportation -$

Telephone -$ -$ -$ -$ -$ -$ -$

Other -$ -$ -$ -$ -$

DAILY TOTALS -$ -$ -$ -$ -$ -$ -$

Other: Deduct Cash Advance

Deduct Expenses Billed Directly to NBA $

Purpose and Details of Travel Balance Due Employee

(MUST BE COMPLETED) Balance Due NBA

Where:

Date: EXPENSE CODE

Purpose: *This section must be filled out by staff member before submitting to Accounting*

Source of Funds Account

Number

Department Event Total

I certify that all claimed expenses were on official Account: -$

business for the NBA organization. Account: -$

Account: -$

EMPLOYEE SIGNATURE DATE ACCOUNTING USE ONLY

Date Received

Date Entered

MANAGEMENT APPROVAL DATE Entered By

NBA Subdivision Handbook (Revised 11/11)

Documents

Transcript of NBA Subdivision Handbook (Revised 11/11)