RESOLUTION REGARDING CREATION OF AD HOC COMMITTEE TO STUDY POSSIBLE BYLAW AMENDMENTS RELATED TO PHILADELPHIA BAR ASSOCIATION ELECTION PROCEDURES

WHEREAS, the Chancellor created an Election Procedures Task Force ("The Task Force") comprised of three former chancellors to consider issues relating to the election procedures of the Association;

WHEREAS, The Task Force issued a memorandum regarding its findings and recommendations to the Chancellor dated July 12, 2000, which was thereafter circulated to the members of the Board;

WHEREAS, at the August 3, 2000 meeting of the Board, former Chancellor David H. Marion provided the Board a brief presentation regarding the findings and recommendations of The Task Force;

WHEREAS, at the August 3, 2000 meeting of the Board, the Chancellor advised the Board that the findings and recommendations of The Task Force were presented for informational purposes only and that no Board action was then being sought;

WHEREAS, at the September 28, 2000 meeting of the Board, the Chancellor announced that she expected a petition ("the Petition") signed by at least 200 members of the Association would be presented to the Board at its October meeting proposing a change to the Association’s Bylaws regarding voting procedures;

WHEREAS, at the October 26, 2000 meeting of the Board, the Chancellor presented the Petition to the Board;

WHEREAS, pursuant to the Bylaws, the Board has general charge of the business and affairs of the Association;

WHEREAS, the matter of voting procedures is an issue of great importance to the Association;

WHEREAS, the Board wishes to ensure that it has an opportunity to fully consider and evaluate the proposed Bylaw changes set forth in the Petition;

WHEREAS, the Board wishes to ensure that the Membership has an opportunity to fully consider and evaluate the proposed Bylaw changes set forth in the Petition;

WHEREAS, the Board wishes to ensure that it also has an opportunity to fully consider and evaluate any potential alternative proposed Bylaw amendments regarding election procedures;

WHEREAS, the Board wishes to ensure that the Membership also has an opportunity to fully consider and evaluate any potential alternative proposed Bylaw amendments regarding election procedures;

WHEREAS, the Board wishes to ensure that the proposed Bylaw amendment contained in the Petition, as well as any other Bylaw changes that may be proposed, are submitted to the Members within a reasonable time and in a fair and orderly manner consistent with the Bylaws;

NOW, THEREFORE, BE IT RESOLVED that an Ad Hoc Committee shall hereby be formed, co-chaired by the current Chancellor, Chancellor-Elect and Vice Chancellor, each of whom shall appoint two voting members of the Board to serve as members of the Ad Hoc Committee along with the incoming co-chairs of the Charter and Bylaws Committee and the chairs of the Membership Committee, which shall study the issues presented and make recommendations to the Board regarding, inter alia, the desirability of the proposed changes set forth in the Petition; the legality of the proposed changes set forth in the Petition; alternative potential Bylaw changes relating to the issue of election procedures; the method by which any proposed amendments to the Bylaws relating to voting procedures, including the amendment set forth in the Petition as well as any potential alternative proposals, should be presented to the Membership for consideration and for voting.

BE IT FURTHER RESOLVED that the Ad Hoc Committee comprised above shall issue a written report to the Board prior to the annual retreat in January 2001 for discussion at the retreat detailing the subjects as stated above and making recommendations for consideration and action by the Board at a regularly scheduled Board meeting.

PHILADELPHIA BAR ASSOCIATION
BOARD OF GOVERNORS
ADOPTED: NOVEMBER 21, 2000