• Preamble
• Article I - Name
• Article II - Purpose
• Article III - Membership
• Article IV - Dues
• Article V - Rights, Benefits, and Duties
• Article VI - Meetings
• Article VII - Officers
• Article VIII - Executive Coordinator
• Article IX - Elections
• Article X - Committees
• Article XI - Appropriations
• Article XII - Amendments

Preamble

We, the members of the Canon Law Society of America, ever eager to fulfill our role in the Church through the proper use of canon law, hereby proclaim our desire to promote the use of every method of serving God's people that comes under the concept of law. Mindful that church laws ought to be pastoral in character and made only to serve the people of God, we accept our responsibility as Christians trained in canon law to continue research and study and to assist any members of Christ's Body singularly or collectively, laity or clergy, who will welcome the deliberations, research and common opinion of this Society. With these thoughts in mind and invoking the help of God, we adopt the following Constitution.

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Article I -- Name

The name of this association shall be THE CANON LAW SOCIETY OF AMERICA.

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Article II -- Purpose

The purpose of this Society shall be:

1. To promote the pastoral ministry of the Church.
2. To cooperate in the continuous revision and renewal of the universal law of the Church and with the National Conference of Catholic Bishops in proposing new legislation, resolving current legal questions and implementing laws and structures which pertain to the vital life of the Church.
3. To encourage and participate in canonical research and study toward a constant renewal of canon law.
4. To respond to the practical canonical needs of all the people of God in the respective capacities in which they serve and benefit from the Church.
5. To facilitate the interchange of canonical ideas, practices and decisions among canon lawyers, and other members of the Society.
6. To cooperate with individuals and organizations doing research in other sacred sciences for the promotion of mutual interests.
7. To establish a dialogue and share ideas, proposals and insights, with other canon law societies in the world.

Article III -- Membership

There are four kinds of membership in the Canon Law Society of America: Active, Associate, Student and Honorary.

Members are those who have currently paid their annual dues or are not more than two years in arrears.

1. Without prejudice to the status of persons who are members at the time of the adoption of this article, ACTIVE membership is open to those who have earned at least a licentiate in canon law.
2. Active membership is also open in the future to other practitioners in canon law who demonstrate a broadly based competence in canonical issues and who have fulfilled the stipulated requirements established by the Board of Governors as enumerated in the By-Laws.
3. ASSOCIATE members are any others who wish to associate themselves with the purpose of the Society.
4. STUDENT membership is open to those enrolled in any school of Canon Law engaged in studies to obtain a licentiate in canon law. Student members will enjoy the same prerogatives as associate members of the Society.
5. HONORARY members are:
   1. ex officio all the Most Reverend Bishops of the United States, and
   2. those person by reason of outstanding contributions in the field of canon law or in support of the Society, are proposed for this distinction of honorary membership by the Board of Governors and accepted by a majority vote of the active members at a General Meeting. Such elected honorary members shall be considered active members in good standing but shall not be required to pay annual dues.

Article IV -- Dues

1. Any change in the amount of the annual dues of active, associate and student members shall be proposed by the Board of Governors but shall be determined by a majority vote of those active members present and voting at a General Meeting at which the proposal is made.
2. The fiscal year of the Society shall begin on the first day of July of each year and shall end on the 30th day of June of the following year.
3. Dues are payable to the Treasurer by mail, but may also be paid at the Annual General Meeting of the Society.
4. An active, associate or student member shall forfeit membership in the Society by failing to pay the annual dues for two consecutive years, and shall not be included in the term "member" or "membership" as used in the articles of this Constitution.

Article V -- Rights, Benefits, and Duties

1. Members of the Society shall be entitled to all benefits and rights of membership as hereinafter delineated in the Constitution and By-Laws.
2. Each active member has the obligation to support the Society in a positive manner, not merely by the payment of annual dues but also, and importantly, by active participation in general meetings, by presentation of papers at such meetings, by cooperation with the other members in all the projects of the Society.
3. Active members only shall have the right to voice and vote at the Annual General Meeting. Associate members may address the body from the floor with the prior approval of the majority of the active members present and voting.

Article VI -- Meetings

1. The Society shall meet annually in a general meeting at a time and place selected by the Board of Governors, after having informed the diocesan bishop of the place chosen.
2. Notice of the Annual General Meeting shall be sent to all active, associate and student members by the Committee on Local Arrangements at least one month in advance thereof. The program of the meetings proposed by the Board of Governors shall be sent with the notice.
3. Conduct of the business of the Society shall be done at one or more sessions of the Annual General Meeting.
4. A special general meeting of the Society may be called by the President with the consent of the Board of Governors. A special general meeting of the Society must be called by the President within a reasonable time when it is petitioned in writing by a majority of active members. In every case the time and place of a special general meeting are designated by the President after having informed the ordinary of the designated place.
5. The Board of Governors shall meet at least twice yearly. An Annual Plenary Meeting shall be held at least six months prior to the Annual General Meeting of the Society. The other meetings shall take place immediately before, and in conjunction with, the Annual General Meeting.
6. Robert's Rules of Order shall settle all questions of procedure.

Article VII -- Officers

1. The officers of this Society elected from the active membership shall be the President, Vice-President, the Secretary, the Treasurer, and seven Consultors.
2. These officers, constituting a Board of Governors, shall govern the Society; they shall never act contrary to decisions voted by the active members of the Society at a general meeting.
3. The President shall preside at all the meetings of the Board of Governors, as well as at general meetings of the Society, and shall in general, supervise the business and affairs of the Society, and perform all duties incident to the office of President.
4. The Vice-President is the President-elect and, at the request of the President, shall perform the duties of the President.
5. The Secretary shall, in general, perform all the duties incident to the office of Secretary, keep the minutes of the general meeting of the Society and the meetings of the Board of Governors, and such other duties as may from time to time be assigned by the President or the Board of Governors.
6. The Treasurer shall, in general, perform all the duties incident to the office of Treasurer, and such other duties as may from time to time be assigned by the President or the Board of Governors.
7. Of the seven Consultors, one shall ex officio be the immediate past President, whose term of office as Consultor shall extend for the entire time that his or her successor as President is in office. Six Consultors shall be elected to terms of three years. Their elections shall be so arranged that two Consultors are elected each year.

Article VIII -- Executive Coordinator

1. The Executive Coordinator shall work under the President and the Board of Governors and shall be responsible for the general implementation of their policies and decisions as well as the fulfillment of specific duties as mentioned in the By-Laws.
2. The Executive Coordinator shall be appointed from the active membership by the Board of Governors for a three year term of service. Such service may be renewed by the consent of the Board of Governors.
3. Financial provisions for the position of Executive Coordinator, including office and secretarial expenses, shall be made by the Board of Governors.

Article IX -- Elections

1. The election of the Vice-President, the Secretary, the Treasurer, and the Consultors shall take place during the Annual General Meeting.
2. The person elected Vice-President thereby becomes President-elect and will succeed to the office of Presidency at the conclusion of the next Annual General Meeting. However, if by the time of that next Annual General Meeting the elected Vice-President is unavailable to serve in the office of Presidency, no fewer than two nominations shall be made for the office of Presidency by the Committee on Nominations.
3. The President, Vice-President shall hold office for one year; the Secretary, Treasurer and the elected Consultors shall hold office for three years. Terms of office shall end at the close of the Annual General Meeting at which new officers are elected. The terms of the Secretary and Treasurer shall end in different years so that both do not go out of office in the same year.
4. Insofar as it shall be possible, the Consultors shall be from different regions.
5. Nominations for the elective offices shall be communicated to all active members by the Committee on Nominations not less than one month before the Annual General Meeting. Active members present at the Annual General Meeting have the right to nominate candidates for each office from the floor. In every case, the nomination is subject to the consent of the nominee.
6. For all offices no fewer than two nominations shall be made by the Committee on Nominations.
7. It shall be a necessary qualification of any nominee, whether named by the Committee on Nominations or from the floor, that the nominee be an active member of the Society.
8. The electoral body of the Society shall be all active members who are present at the General Meeting at which the voting takes place. Voting by proxy is prohibited.
9. The election shall be by secret ballot according to the rules set down in the By-Laws.
10. Elected officers shall assume their office at the close of the Annual General Meeting at which the respective officers are elected. If an office is actually vacated, the one newly elected shall assume that office immediately upon election.
11. If either the Treasurer or the Secretary becomes unable to fulfill the term of office, the President, after consultation with the Vice President and Past President, will appoint an interim Treasurer or Secretary who will hold office until the next Annual General Meeting, at which time there will be an election to fill the unexpired term of office, if any.

Article X -- Committees

1. There shall be four standing committees of the Society as follows:
   1. Committee on Nominations;
   2. Committee on Resolutions;
   3. Committee on Resource and Asset Management;
   4. Committee on Professional Responsibility.
2. The Committee on Nominations and the Committee on Resolutions shall consist of three voting members appointed by the President. Consultative members may be appointed at the discretion of the President.
   1. The term of office of committee members shall be for three years but shall be so arranged that each year the term of one member of each committee will expire with the close of the Annual General Meeting; the new member of each committee shall be appointed by the new President within thirty days after the close of the Annual Meeting.
   2. The member of each committee who is senior by appointment shall act as chairperson of each respective committee.
   3. In the event of death or resignation of a committee member, the President shall appoint a new member to complete the unexpired portion of the term of office.
   4. In addition to its members, the Committee on Nominations shall have the immediate Past President as a non-voting member and secretary. (As amended at the 59th Annual Meeting, 1997.)
3. The Committee on Resource and Asset Management shall consist of the Vice President, the Treasurer, and a senior consultor appointed by the President. The Treasurer shall act as Chair of this committee.
4. The Committee on Professional Responsibility shall consist of the three senior consultors of the Board of Governors.
5. The functions of the Committee on Nominations shall be:
   1. To submit to the active members, at least one month prior to the date of election, the names of nominees as provided for in Article IX of this Constitution.
   2. To formulate and recommend to the Board of Governors plans for maintaining and increasing the membership of the Society.
6. The functions of the Committee on Resolutions shall be:
   1. To solicit, develop, and draft proposed resolutions which will express the concerns of the Canon Law Society of America.
   2. To consult with the membership at large and, in particular, with the Board of Governors, the standing and ad hoc committees of the Society and the organizers of the convention.
   3. To formulate proposed resolutions on given points in response to requests of the members of the Society.
   4. To compose differences in the formulation of similar proposals and to revise all proposals so that the meaning of each is clear.
   5. To encourage resolutions which authentically express in a positive way the activities and concerns of the Society.
7. The functions of the Committee on Resource and Asset Management shall be:
   1. To develop a comprehensive budget for all the activities of the Society and report on the funding available for projects. 
   2. To submit the proposed budget for the coming fiscal year to the Board of Governors for approval at its spring meeting.
   3. To conserve, invest and disburse the monies of the Scholarship Fund in accord with the criteria established by the Society.
   4. To select recipients for CLSA scholarships based on criteria approved by the Board of Governors.
   5. To advise the Treasurer on all matters pertaining to the Society's investments. 
8. The functions of the Committee on Professional Responsibility shall be:
   1. Regarding complaints:
      1. To receive complaints of any party aggrieved with respect to provisions of the Code of Professional Responsibility originally adopted by the CLSA in October 1983, and it's canon 9d(i);
      2. To make an initial finding that the complaint is not frivolous but is serious in character; and 
      3. By majority vote to refer the matter to the hearing officers 
   2. To issue advisory opinions on the application of the Code of Professional Responsibility, and;
   3. To advise on all other questions concerning the professional responsibility of canonists (canon9d(i) of the PR Code).
9. Standing Committees may be assigned other duties at the discretion of the President.
10. The President shall have discretionary power to appoint such other special committees as the general welfare of the Society shall demand.

Article XI -- Appropriations

1. An extraordinary appropriation from the funds of the Society's treasury to any individual, group, legal body, or cause shall be granted only after the following procedure:
   1. The proposal for such appropriation or grant may be initiated either by the Board of Governors or by an active member.
   2. If initiated by the Board of Governors and approved by them, the proposed appropriation will then be submitted to a vote of the membership at the next Annual General Meeting; the consent of the majority of active members present and voting shall be required for passing.
   3. If initiated by an individual active member, that member shall submit his proposal in writing to the President. If it is approved by a majority of the members of the Board of Governors present and voting at their next meeting, the proposed appropriation shall be submitted to a vote of the membership at the next Annual General Meeting; the consent of the majority of the active members mentioned in No. 1b of this Article shall be required for passage. However, if the Board of Governors does not approve the proposed appropriation, this shall be reported at the next Annual General Meeting; the Board's decision may be rejected and the proposed appropriation approved by a two-thirds majority of the active members present and voting at that meeting.

Article XII -- Amendments

1. This Constitution may be amended by a two-thirds majority of the active members present and voting, provided:
   1. That the proposal to amend the Constitution has been filed by an active member with the Secretary at least three months prior to the Annual General Meeting of the Society at which that member intends his proposal to be submitted.
   2. That notice of the proposed amendment has been sent to each active member of the Society at the last known mailing address not less than one month in advance of that Annual General Meeting mentioned in No. 1a of this Article.
2. Amendment of this Constitution shall become effective at the close of the general meeting at which the amendment was adopted.