CONSTITUTION AND BYLAWS
WEST VIRGINIA COURT REPORTERS ASSOCIATION
CONSTITUTION
Article I - Name
The name of this organization shall be West Virginia Court
Reporters Association.
Article II - Purposes
The purposes of this Association shall- be:
1. To assume responsibility for leadership and enlightenment
of the users of verbatim reporting of proceedings and of
the public regarding the special competency, importance, and
value of the verbatim reporting profession;
2. To promote a broader understanding and acceptance of the
qualified verbatim reporter as indispensable to the judiciary;
3. To encourage, establish, and maintain high standards of
professional education, competence, and performance;
4. To further the exchange of professional knowledge;
5. To conduct and promote lawful and proper scientific,
technical, and business research;
6. To promote lawful and proper professional ethics and
compliance with all applicable laws, including the antitrust
laws;2
7. To stimulate and encourage the adoption of adequate
training and educational facilities and programs for personnel
in the field of verbatim reporting;
8. To cooperate with state and local governments, their
agencies, and other organized groups for the benefit of the
public and for the legal recognition of the verbatim reporting
profession;
9. To conduct educational seminars and conferences;
10. To disseminate, by all appropriate means, to the extent
permitted by law, accurate knowledge and information with
respect to the verbatim reporting profession and system;
11. To advance the interests and general welfare of the
verbatim reporting profession, including proposing and advocating for legislation; and
12. To do any and all things that are lawful and appropriate
in the furtherance of these purposes.
Article III - Board Of Directors
The governing body of the Association shall be a Board of
Directors to consist of the members elected as provided by the
Bylaws.
Article IV - Officers
The officers of the Association shall be President,
President-Elect, Vice-President, and Secretary-Treasurer to be3
chosen in the manner and form provided by the Bylaws.
Article V - Membership
Membership in the Association shall be open to individuals
who subscribe to and support the purposes of the Association;
who are skilled in the art of verbatim reporting of proceedings
by the use of shorthand symbols (manually or by machine), and by closed-microphone voice dictation silencer (hereafter, voice writing) and by legal videography; who are qualified by reason of moral and ethical character; and as hereinafter provided.
1. Eligibility for Membership:
Membership in the Association shall be open to all court
reporters and legal video specialists who qualify by meeting the requirements of classes of
membership in the manner prescribed by the Bylaws.
2. Classes of Members: The membership shall consist of five
classes:
A. Participating members: Any person who is an official
court or legislative reporter, closed-captioning reporter, or
who is engaged in the active practice of general reporting
utilizing shorthand, stenotypy, or voice writing or legal videography;
B. Retired members: May be elected members as4
prescribed in the Bylaws.
C: Honorary members: May be elected members as prescribed
in the Bylaws.
D. Supporting members: May become a member in the
manner prescribed in the Bylaws.
E. Student members: May become a member in the manner
prescribed in the Bylaws.
Article VI - Bylaws
The Association shall be governed by the provisions of the
Constitution and Code of Bylaws.
Article VII - Amendments
Amendments to the Constitution and Bylaws shall be made as
provided in the Bylaws.
BYLAWS
Article I - Meetings
1. Annual meetings of the Association:
A. An annual spring meeting, at which officers and board members shall be elected and a fall meeting of the Association
shall be held at such time and place as determined by the Board of Directors.
B. Should the Board of Directors decide that unusual
conditions make inadvisable the holding of either biannual meeting, then a meeting of the Board of Directors shall be held 5
in lieu thereof. Such action shall require a two-thirds vote of the Board of Directors in favor of such action.
C. Should the spring meeting be dispensed with by order
of the Board of Directors at which time the election of officers
shall be held, the President-Elect shall become the President of
the Association at the close of the Board of Directors meeting
held in lieu of the annual spring meeting if the President has already served two terms.
2. Special meetings
Special meetings of the Association may be cal1ed by the
Board of Directors at any time or shall be called by the
President upon receipt of a written request by five percent of
the paid-up membership, as shown at the time of the last
meeting, specifying the purpose of such meeting. At such
special meeting no business shall be transacted except as shall
be given to all members not less than 14 business days prior to the date thereof.
A. Special Meetings of the Association may be held by other remote electronic means (such as Internet communication systems, telephone conferences, video conferences, etc.) subject to the following:
1. A majority of the Assembly members shall have access to the appropriate electronic meeting media, as 6
verified by their response to a call for any particular meeting. Those
responding affirmatively that they wish to participate in the meeting are considered the majority and the quorum for the meeting shall be determined upon that number as noted in Article I.3 of these Bylaws. Once established, they shall be assumed present until the meeting is adjourned.
2. The technology used for the electronic meetings shall allow the members full access to and full participation in all meeting transactions either continuously or intermittently throughout the specified time of the meeting.
3. The affirmative vote of a majority of the quorum shall be the minimum vote requirement for the adoption of any motion. A majority of the votes cast, or a greater proportion as indicated by Roberts Rules, shall be necessary for the adoption of motions.
3. Voting:
At any meeting of the Association, only voting members as defined in Article III of these Bylaws shall have the right to vote, which vote shall be cast in person, or as otherwise noted in the Special Meetingsprovision (I.2.A) of these Bylaws. Voting by proxy shall not be permitted.7
4. Quorum of members:
Upon the convening of any biannual meeting or special meeting
of members, a quorum shall consist of 25 percent of those voting
members registered for said meeting.
Article II - Fiscal Year
The fiscal year of the Association shall be on a calendar-year
basis.
Article III - Dues And Privileges Of Membership
1. Participating members: Any person who is an official
court or legislative reporter, closed-captioning reporter, or
who is engaged in the active practice of general reporting
utilizing shorthand, stenotypy, or voice writing, or legal videography and who subscribes to and supports the purposes of the Association, who is skilled in the art of verbatim reporting of proceedings by the use of shorthand, stenotypy, or voice writing, or legal videography and who is qualified by reason
or moral and ethical character, shall be eligib1e to become a
member of this Association upon application to the Association and has the right to vote.
2. Retired members: Any participating member in good
standing who is no longer in the active practice of verbatim reporting shall be eligible to become a Retired Member and has 8
the right to vote.
3. Honorary members: Any person who has attained high rank
in the reporting profession as a practitioner of the art of
verbatim reporting, as an author of shorthand literature, or as
a benefactor of the profession, but who is not in the active
practice of verbatim reporting, upon recommendation of the
Board of Directors may be elected an Honorary Member, provided
two-thirds of the members present and voting at an annual
meeting shall vote to confirm such recommendation. Honorary
Members who have not been verbatim reporters shall not vote.
4. Supporting members: Any person not in any way actively
engaged in the verbatim reporting of proceedings as defined in Article V.2.A of the Constitution, but who is interested in the preservation, support, and advancement of the field of verbatim reporting, and who is not otherwise eligible for membership and who is sponsored by a Participating Member, shall, upon application to and approval by the Board of Directors, become a Supporting Member upon payment of annual dues in an amount to be established by the Board of Directors from time to time. Supporting Members sha1l not have the right to vote.
5. Student members: Any student of court reporting utilizing
shorthand, stenotypy, or voice writing or legal videography whose application is endorsed by a Participating Member may become a 9
Student Member of this
Association. Student Members shall not vote.
6. Privileges:
A. All classes of members shall enjoy the privileges of the Association except where certain privileges are specifically restricted to a specific class of member in this Constitution
and Bylaws.
B. Participating Members, Retired Members, and Honorary
Members who have been verbatim reporters as defined in Article III of these bylaws shall be eligible to
vote.
C. Participating Members and Retired Members shall be eligible to hold an elective office.
D. From the beginning of the calendar year on January 1st
until the adjournment of the fall biannual meeting, the right to vote
of a member whose dues for the current year have been paid sha1l
be unabridged.
7. Membership application procedures:
A. Each class of membership shall be a privilege which may be granted or withheld at the discretion of the Board of Directors.
B. Applications for membership sha1l be submitted to the 10
Board of Directors in such form and accompanied by such supporting documents as may be determined by the Board of Directors.
C. The class of membership to which an individual is entitled shall be determined by the Board of Directors.
D. If the member desires to change the class of membership,
they shall submit to the Board of Directors such forms and
supporting documents as may be determined by the Board of
Directors.
E. The Board of Directors shall review each application for
membership.
F. The President shall appoint a Membership Committee to
assist the Board of Directors in reviewing the qualifications of
applicants for membership in the Association and in the overall
appraisal, ruling, and interpretation of questions and inquiries
related to membership.
G. The Association Secretary shall provide membership
application forms and handle a1l general inquiries concerning
membership.
H. Upon receipt of an application for membership in the
Association, accompanied by the proper membership dues, the
Secretary shall verify the completeness of the application and
the eligibility of the sponsor. The application shall then be11
sent to the Membership Committee for investigation and report.
The report of the Membership Committee shall be submitted to the
Board of Directors for review. The report shall then be
submitted to the Association membership at the next scheduled
Association meeting for approval or disapproval. Upon approval
of the application, the Secretary shall notify the applicant.
If an application is not approved to any class of membership,
the Secretary shall so notify the applicant and refund the
payment.
I. All Participating Member applicants who have met the
requirements for membership shall also be required to be
sponsored by a voting member of the Association.
8. Suspension for nonpayment of dues:
Any member whose dues are 90 days past due shall be suspended
and all privileges of membership shall be terminated. Any
member suspended for nonpayment of dues may be reinstated at any
time prior to the close of the membership year upon payment of
the full current year's dues.
9. Termination of membership:
Membership in the Association may be terminated for cause.
Sufficient cause for such termination of membership shall be a
violation of: This Constitution and Bylaws, the Code of
Professional Ethics administered by NCRA, or NVRA, or the 12
American Guild of Court Videographers (AGCV), any agreement, rule,
or practice properly adopted by the Association or related to court reporting in the West Virginia Code, or any other
conduct prejudicial to the Association. No membership shall be
terminated for cause without the member having an opportunity to
be heard in answer to charges as provided in the procedure
adopted by the Board of Directors.
Article IV - Dues
1. Annual dues:
Members shall be required to pay annual dues in an amount to be
established by the Board of Directors from time to time, said
dues to become due and payable on January 1st of each year.
2. Proration of dues:
When an applicant for membership has been elected to membership
of any class, except for an Honorary Member or a Retired Member,
or a member who is being reinstated, his membership shall become
effective on the following basis:
A. Applications approved between January 1st and July 31st
shall require a full year's dues.
B. Applications approved between August lst and December 31st
shall require one-half year's dues.
C. Members being reinstated shall pay the full current years 13
dues.
3. Annual dues exceptions:
Honorary Members and Retired Members shall pay no dues.
Article V - Board of Directors
The policy-making body of the Association shall be known as
the Board of Directors, which shall have supervision, control,
and direction of the affairs of the Association.
1. Composition:
The Board of Directors shall be composed of the President,
President-Elect, Vice-President, Secretary-Treasurer, Immediate
Past President, and three four Directors Directors' positions (consisting of: three reporters holding any one of the following positions: an official
court or legislative reporter, closed-captioning reporter, or
who is engaged in the active practice of general reporting
utilizing shorthand, stenotypy, or voice writing; and one legal video specialist,) who shall be Participating
Members or Retired Members.
2. Duration of office:
A. The three four Directors Directorsshall serve for a term of two
years and until their successors have been elected. The term of Formatted: Indent: First line: 0"Formatted: Indent: Left: 0", First line: 0"Formatted: Indent: Left: 0"Formatted: Indent: Left: 0.5", Hanging: 0.5",Tab stops: -1.06", Left + -0.56", Left + -0.06", Left + 0.44", Left + 0.94", Left + 1.44", Left + 1.94", Left + 2.44", Left + 2.94", Left + 3.44", Left + 3.94", Left + 4.44", Left + 4.94", Left + 5.44", Left + 5.94", Left + 6.44", Left14
the Directors shall begin at the close of the meeting at which
they are elected.
B. A Director who has served a full two-year term shall be
eligible for re-election as a Director immediately upon
expiration of his or her term.
C. A member of the Board of Directors may resign upon
presenting his written resignation to the President of the
Association and the resignation shall become effective upon
acceptance by the Board of Directors.
3. Meetings:
The Board of Directors shall hold at least two meetings
annually at such time and place as determined by the President.
Additional Meetings of the Board of Directors:
A. Telephonic conference calls (as noted in this section, also includes other remote electronic means, not including e-mail) may be held when called by the President, President-Elect, or Vice-President on 24-hour notice or less where discussion or action is needed to be taken by the Board of Directors immediately. Telephonic conference calls may be held when three or more board members, orally or in writing (including via e-mail,) so request of any of the officers named above.
15
4. Quorum and voting:
A. A quorum shall consist of one-half of the full voting
membership of the Board of Directors.
B. Unless otherwise specifically provided by this Constitution and Bylaws, a majority vote shall govern. No member shall vote by proxy.
C. The members of the Board of Directors may participate in
any meeting by telephonic conference call or other remote electronic means, not including e-mail, except as noted in Article V.4.D of these Bylaws, and such participation shall construe presence in person at such meeting.
D. The board may vote via e-mail on matters that the president deems will probably result in a unanimous written consent if the following conditions are met:
1. If an item for board action is best addressed before a board meeting, the following factors will be considered by the Board President before determining whether to ask for an action by written consent:
(a) How soon a decision is required.
(b) Whether the decision would be better made after further discussion and/or whether alternatives should be considered.16
(c) Whether the action is a routine action that the Executive Committee can take in lieu of the board at a Committee meeting.
(d) Whether a conference call meeting can be scheduled and held (either just for discussion or if a quorum is obtained, to take a vote).
2. If after considering the above factors, the Board President determines it would be best to take the action by unanimous written consent, the Board President may draft or have the Secretary draft the proposed action and email it as an attachment or in the body of the e-mail to all directors at their respective email addresses.
3. The action shall allow a director to check that he or she is in favor of or opposed to the particular action.
4. Each director shall respond via the same thread as to their vote on the motion within 24 hours, unless another deadline is provided in the email.
5. Upon the Secretary's receipt and verification of all written votes approving the action, the action is duly approved. Regardless of whether the action is approved or not, the Secretary will confirm whether the action has passed or failed by email to all directors.17
6. The Secretary will file all individual written votes with
the Association's minute book.
7. The Board will ratify any action taken by e-mail at the next Board meeting. The minutes of this meeting will record the ratification.
5. Vacancies:
A. Vacancies on the Board of Directors among the seven
Directorships, excluding the Immediate Past President, which occur between Association meetings shall be filled by the Board of Directors. The appointee shall serve the remainder of the unexpired term.
B. If the Immediate Past President is deceased, physically
incapacitated or unwilling to serve in that capacity, then the
most recent Past President shall serve in the position of
Immediate Past President.
6. Policies and Procedures:
The Association shall adhere to the Policies and Procedures adopted by the Board of Directors.
Articles VI - Officers
1. Composition:
The officers of the Association sha1l be the President,
President-Elect, Vice-President, and Secretary-Treasurer.18
2. Election, Qualifications, and Term of Office:
Elected officers of the Association shall be added every two
years by the membership by a majority vote at the spring meeting
of the Association for a term of two years. The term of
office of each elected officer shall begin at the close of the
meeting at which he or she was elected and the officer sha11
serve until their successor is elected. Any elected officer may
serve more than one full term in the same office, but for no
more than two consecutive terms.
3. Removal:
Any officer of the Association may be removed by a three-fourths
vote of the Board of Directors present and voting whenever in
its judgment the best interests of the Association would be
served thereby.
4. Vacancies:
A. If there is a vacancy for any reason in the office of the
President, the President-Elect shall succeed to the office
immediately and shall have all the powers and perform all the
duties of the office.
B. If there is a vacancy for any reason in the offices of the
President-Elect, Vice-President, or Secretary-Treasurer, the19
Board of Directors shall appoint from its own membership an
officer pro tempore to perform the duties of the vacated office
until the office is filled by an election by the membership at
the next Association meeting.
5. Duties of officers:
The President shall preside at all meetings of the
Association and the Board of Directors. In the absence of the
President or inability to perform his or her duties, the
President-Elect shall have the powers and perform the duties of
the President.
The Secretary-Treasurer shall be present and act as
secretary and keep the minutes of the Association and of the
Board of Directors; shall see that all notices are duly given
in accordance with the provisions of this Constitution and
Bylaws or as required by law; shall notify the membership of the dues deadline; and shall be custodian of the records of the Association; shall have charge and custody of, and be responsible for all funds and securities and financial records of the Association, and shall make a report of the same to the Board of Directors at any time upon request, and shall make an annual report to the Association at the annual meeting. All Officers shall, in addition, perform such other duties as are usually incident to the office, as well as those which20
the Association or the Board of Directors shall from time to
time require, and shall be ex-officio members of all committees
except the Nominating Committee.
Article VII - Executive Committee
The President, President-Elect, Vice-President,
Secretary-Treasurer, and Immediate Past President shall
constitute the Executive Committee of the Association. The
Executive Committee shall have all of the powers of the Board of
Directors as set forth in these Bylaws between biannual and/or special meetings of the Board of Directors. However, those powers shall be exercised only when it is impractical or impossible to conduct a meeting via a telephone conference call or other electronic means, excepting e-mail, in which all board members participate, or where the issue to be determined is of an emergency nature and an immediate decision is necessary.
Article VIII - Nominations and Elections
The Nominating Committee shall formulate a slate consisting
of nominees for each of the various offices of the Association.
Sixty days before the convening of the next annual convention at
which elections are to take place, the Secretary or Presidents 21
designee shall send a notice to the membership informing them that the Nominating Committee is now accepting nominations for offices to be filled at the next annual meeting. The slate of nominees shall be placed in the hands of the Secretary not later than thirty days prior to the opening date of the next annual meeting, with instructions to the Secretary to cause the same to be duplicated, and to mail (via e-mail or U.S. mail) a copy thereof to each voting member of the Association at least 15 days prior to the next annual meeting.
Any member of the Association shall have the privilege of
nominating a candidate for each of the offices to be filled by
placing the candidate or candidatesnames and office before the membership in attendance at the spring meeting prior to the election of officers and directors. No individual shall be a candidate for more than one office.
Article IX - Committees
The President shall appoint the following committees,
subject to the approval of the Board of Directors:
1. Nominating Committee:
It shall be the duty of this committee to perform in
accordance with Article VIII of these Bylaws.
2. Membership Committee:
This committee shall consist of three Participating Members 22
who shall perform the duties assigned in this Constitution and Bylaws, in addition to investigating and passing upon complaints filed against applications for membership.
3. Legislation Committee:
This committee shall consist of three Participating Members.
The duty of the Legislation Committee shall be to actively
promote the adoption, amendment, and maintenance of proper laws
governing court reporting and proper compensation for shorthand, stenotype, or voice writer reporters.
4. Constitution and Bylaws Committee:
This committee shall consist of three Participating
Members. The committee shall perform the duties assigned in this
Constitution and Bylaws for amending the Constitution and
Bylaws, in addition to reviewing the Constitution and Bylaws and
making recommendations to the Board of Directors and the
membership.
5. Grievance Committee:
This committee shall consist of three Participating
Members. The committee shal1 process alleged violations of the
Code of Professional Ethics administered by NCRA, NVRA, AGCV, or other matters provided in Article III.9 of these Bylaws, by a member of the Association in accordance with the procedure adopted by the Board of Directors. A member charged with a 23
violation of the Code of Professional Ethics or other matters provided in Article III.9 of these Bylaws shall be notified in writing by the committee of the alleged violation and shall be given a reasonable opportunity to defend himself or herself against the charge. The committee shall submit its findings and recommendations to the Board of Directors. A two-thirds vote of the Board of Directors present at the meeting at which the charges are considered shall be needed to suspend a member or terminate his or her membership.
6. Other Committees:
The President, subject to the approval of the Board of
Directors, may appoint any other committees.
Article X Amendments
1. Originating Proposed Amendments:
Any member of the Board of Directors or any standing or
special committee or any three Participating Members may propose
an amendment to this Constitution and Bylaws. Such amendment
shall be submitted to the Constitution and Bylaws Committee.
2. Procedure and Action on Proposed Amendments:
This Constitution and Bylaws may be amended by a two-thirds
vote of those present and voting at any biannual meeting, provided
notice of such amendment with the text thereof has been filed24
with the Secretary and the Constitution and Bylaws Committee not
less than 30 days before the date of the biannual meeting at which
the said proposed amendment is to be considered and notice duly
given by the Secretary to all members of such proposed amendment
not less than 15 days preceding the date of such annual meeting.
3. Revisions of Amendments at Annual Meeting:
Such revision as shall not destroy the tenor of the
amendments may be made at the annual meeting by the Constitution
and Bylaws Committee.
4. Waiver of Notice:
Any amendment which has not been filed with the Secretary
and of which written notice has not been given within 15 days
may be submitted at the biannual meeting and shall be adopted upon
receiving a unanimous vote of al1 those present and voting at
such biannual meeting.
Article XI - Miscellaneous
1. Interpretation of Constitution and Bylaws:
The Board of Directors shall be the final authority on the
interpretation of the Constitution and Bylaws.
2. Wording:
Whenever the words heor "him" appear in any article of
this Constitution and Bylaws, it shall be construed as meaning25
heor sheand himor her."
3. Previous Constitution and By1aws Superseded:
All provisions of the previous Constitution and Bylaws of
the West Virginia Court Reporters Association (formerly known as the West Virginia Shorthand Reporters Association) are hereby
replaced by the provisions hereof.
4. Liability Disclaimer:
Nothing herein shall constitute members of the Association
as partners for any purpose. That a member, officer, director,
agent, or employee of the Association shall not be liable for the
acts or failure to act on the part of any other member, officer,
director, agent, or employee of the Association, nor shall any
member, officer, director, agent, or employee be liable for his
or her act or failure to act under this Constitution and Bylaws
except for acts or omissions arising from his or her willful
misfeasance.
5. Rules of Order:
The rules contained in the most recent edition of Robert's
Rules of Order Revised shall govern the conduct of the business of the Board of Directors and the Association in matters not covered by the Constitution and Bylaws. The Board of Directors shall be the final arbiter of any disputes of interpretation of 26
the Constitution and
Bylaws.
As amended by the WVCRA members in meeting assembled this 30th day of April, 2016, in Charleston, West Virginia. Dated this ______30th day of _____________April, 2016.
______________________________

• President

the text by dragging and dropping the Text Element anywhere on the page. Break up your text with
​more than one paragraph for better readability.

Edit this text to make it your own. To edit, simply click directly on the text and start typing. You can
movethe text by dragging and dropping the Text Element anywhere on the page. Break
up your text withmore than one paragraph for better readability.