CONSTITUTION

(Effective February 25, 1976, as amended through April 14, 2003)

To foster a spirit of careful study and to mark in a fitting manner those who have attained
a high grade of scholarship, we do hereby ordain and enact the following.
 

                                                  ARTICLE I
                                                            DEFINITIONS
 

SECTION 1.1.  Executive committee and Officers

 “Executive Committee” refers to the National Executive Committee.  “Officers,” “President,”
“Vice President” and “Secretary-Treasurer” refer to The Order's National officers.

SECTION 1.2.  Internal Revenue Code of 1954

“”Internal Revenue Code of 1954” includes corresponding provisions in subsequent federal
tax legislation.

SECTION 1.3.  Coif Triennium

“Coif Triennium” means a three-year period beginning on January 1.
 

                                                     ARTICLE II
                                    NAME AND ORGANIZATION

SECTION 2.1.  Name.

The name of this honorary scholastic society is THE ORDER OF THE COIF (hereafter referred
to as The Order.)

SECTION 2.2.  General Purpose.

The purpose of The Order is to encourage excellence in legal education by fostering a spirit
of careful study, recognizing those who as law students attained a high grade of scholarship,
and honoring those who as lawyers, judges and teachers attained high distinction for their
scholarly or professional accomplishments.

SECTION 2.3.  Chapters.

The Order consists of Chapters existing on the date of adoption of this revised Constitution
and those chartered thereafter in accordance with the provisions of Section 4.1, less Chapters
whose charters have been revoked or surrendered.

SECTION 2.4.  National Convention.

Chapters of The Order are federated in a national organization, whose principal office is
located at the Chapter law school with which the Secretary-Treasurer is affiliated.
Constituent Chapters assemble in national convention, on call by the Executive Committee
or on petition of 20  percent of the active Chapters.  A Chapter may be represented at any
national convention by any number of delegates.  Voting is by delegates; however, five
delegates may demand that voting be by Chapters.  The date and place of national
conventions are determined by the Executive Committee.

SECTION  2.5.  Specific Purposes.

The Order is organized and shall be operated exclusively for educational purposes within the
meaning of Section 501(c)(3) of the Internal Revenue Code of 1954.  The Order shall not be
operated for profit.  No part of the net earnings of The Order shall inure to the benefit of or
be distributable to its members, officers, members of the Executive Committee or other
private persons, except that The Order may pay reasonable compensation for services rendered.
Notwithstanding any other provision of the Constitution, The Order shall carry on no other
activities not permitted to be carried on (1) by a corporation exempt from Federal income tax
under Section 501(c)(3) of the Internal Revenue Code of 1954 or (2) by a corporation,
contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code
of 1954.

SECTION 2.6.  Distribution of Assets on Dissolution.

Upon the dissolution of The Order, the Executive Committee shall, after paying or making
provision for the payment of all of the liabilities of The Order, dispose of all of the assets
of The Order, exclusively for the purposes of The Order, in such manner or to such organization
or organizations organized and operated exclusively for educational purposes as shall at the
time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal
Revenue Code of 1954, as the Executive Committee shall determine.  Any assets not so disposed
of shall be disposed of by the appropriate court of the county in which the principal office of
The Order is then located exclusively for such purposes or to such organization or organizations,
as the court shall determine, that are organized and operated exclusively for those purposes.

SECTION 2.7.  Fiscal Year.

The fiscal year of The Order shall be fixed by the Executive Committee.
 

                     ARTICLE III
OFFICERS AND EXECUTIVE COMMITTEE

SECTION. 3.1.  Officers.

a) The Officers of The Order are a President, a Vice-President, and a Secretary-Treasurer.  These
three officers are elected for each Coif triennium and hold office until their successors are duly
elected and qualified.

b) The duties of the President are those normally pertaining to the presidency of an organization,
including presiding at meetings of the Executive Committee and of national conventions,
Providing policy leadership in the affairs of the organization, considering applications for new
Chapters, naming the Nominating Committee for triennial elections, representing The Order in
relations with educational and other organizations, and such other duties as may be assigned by
the Executive Committee.

c) The duties of the Vice-President are those normally pertaining to the office.

d) The duties of the Secretary-Treasurer include maintaining custody of the Great Seal of The
Order; preserving the history of The Order; continuing contact with local Chapters; effectuating
the voting process detailed in this Constitution; and reporting annually to the Executive
Committee;  collecting initiation fees from Chapter elections; providing Certificates and
Handbooks to initiates; paying expenses incurred in the operation of The Order; and investing
funds pursuant to Executive Committee authorization.

SECTION 3.2.  Executive Committee.

a) The Officers constitute members of the Executive Committee, along with three other members
Of the Executive Committee, elected at the same time, in the same manner, and for the same
terms as the Officers.  Each of the six is to be a member of The Order of the Coif.

b) The Executive Committee passes upon all matters involving the national policy of The Order;
considers applications for new Chapters; and administers all the national affairs of The Order
except as restricted by the Constitution or the national convention.  The Executive Committee
is authorized, in its discretion, to transact business by means of remote communication.  In the
event of a vacancy in the Executive  Committee due to resignation or inability to act, the
remaining members of the Executive Committee are authorized to appoint a successor to fill the
unexpired term.

SECTION 3.3.  Election of Officers and Other Members of the Executive Committee.

a) At least four months prior to the close of each Coif triennium, the President shall name a
Nominating Committee of three to five members.

b) The Secretary-Treasurer shall advise the Chapters of the composition of the Nominating
Committee and of that Committee's readiness to receive recommendations from Coif members
for Officers and other members of the Executive Committee for the coming triennium.  Chapters
may act as a body or permit their constituencies to submit recommendations individually.
Recommendations may be made "at large" or with respect to a particular position.  All
recommendations shall be forwarded to the Chair of the Nominating Committee for receipt
within three months of the termination of the current  triennium.

c) From these recommendations and its own deliberations, the Nominating Committee shall
prepare a slate of nominees.  It may submit single or multiple nominations for each of the six
offices.

d) At least one of the six persons constituting the Executive Committee shall be other than a
full-time member of the law faculty of a School having a Coif Chapter.  All nominees are to be
members of The Order.

e) At least 45 days before the close of the current triennium, the Chair of the Nominating
Committee shall mail ballots to the Chapters with appropriate instructions for casting them.
The Secretary-Treasurer shall assist the Chair with the mailing, as needed.

f) Ballots shall be cast for receipt by the Chair of the Nominating Committee on or before
December 1 of the electoral year.  Voting is by Chapter.  A Chapter is not required to call a
formal meeting to determine the Chapter vote.  Members of The Order attending the
Convention may, in the alternative, cast their ballots at that later date.  Results of the
election balloting shall be certified by the Chair of the Nominating Committee to the
Executive Committee, announced by the Chair or his or her designate either at the
Convention or by direct notification to the Chapters, and then delivered to the Secretary-
Treasurer for retention for a reasonable period of time.
 

            ARTICLE IV
CHAPTERS OF THE ORDER

SECTION 4.1.  Creating a Chapter.

a)   A law school that believes it merits a Chapter of The Order may apply for a charter.
The application shall be submitted by the dean to the Secretary-Treasurer.  The school
shall also submit in the form and detail specified by the Executive Committee evidence that
it merits a Chapter.  The school shall pay an application fee of a reasonable amount determined
by the Executive Committee.

b)  Upon consideration of the written record, the Executive Committee shall  determine whether
the school appears to meet the criteria for establishing  a new chapter.  The President may
either appoint a member of the Executive Committee to write a confidential internal report on
the school on the basis of the submitted record or appoint a visitation team for a site visit.

c)   Neither the decision to write an internal report nor  authorization of a site visit signifies final
satisfaction with the application.  The function of a site visit is to supply the Executive
Committee with information of aspects of the applicant school and its program not readily
provided by the school's written submission. The Executive Committee may also direct an
additional visit to obtain additional information, and may also ask the school to furnish
additional information considered necessary for its decision.  The applicant school shall reimburse
members of the visitation team for their travel and other expenses incurred in making the site
evaluation.

d)   Written reports:

    (1) The assigned member of the Executive Committee shall submit a confidential written report
summarizing the written record.

    (2)   The visitation team shall submit a confidential written report on its site evaluation to the
Executive Committee.

e)    Upon review of the school's submission and the visitation team's report, if any, the Executive
Committee shall determine whether the applicant school merits a Chapter of The Order.  If the
Executive Committee determines that the school merits a Chapter, the Secretary-Treasurer shall
submit to each Chapter the Executive Committee's determination and recommendation and such
information about the school and its program as will enable the Chapters to vote on the application.
No submissions shall be mailed to the Chapters between April 1 and September 15.

f)  Within 40 days of the mailing of the submission, each Chapter shall vote on the application.
Eligibility of Chapter members of The Order to vote in the Chapter is governed by the Chapter
by-laws.  The Chapter Secretary shall promptly notify the Secretary-Treasurer of the Chapter action.
A Chapter from which no vote is received within 45 days of the mailing of the submission shall be
recorded as having voted affirmatively.

g)  Upon a favorable vote by 80 percent or more of the Chapters on an application for a charter, the
Secretary-Treasurer shall declare the creation of a new Chapter, as of the date of the last necessary
affirmative vote, and shall forthwith issue to the applicant school a charter signed by him  or her and
the President and sealed with the Great Seal of The Order.

h) A reasonable chartering fee may be established by the Executive Committee.

i) Upon the issuance of the charter by the Secretary-Treasurer, voting faculty members of the
applicant school of the rank of assistant professor or above who are also members of The Order
constitute the charter members of the new Chapter, and shall complete its organization.  Other
voting faculty members of professorial rank on the school faculty at the time of issuance of the
charter are eligible for membership.  The newly organized Chapter may then elect to membership
those graduates of the school whose date of graduation falls within two years of the date of
charter award and who, had there been a Chapter in existence at the time of their graduation,
would have been eligible for election to membership under the eligibility criteria of Article V.

SECTION  4.2.  Chapter Composition.

A Chapter of The Order is composed of the charter members, of the other faculty members of
the applicant School accepting membership at the time of Chapter organization, of members
thereafter elected in accordance with provisions of Article V, and of any members of other
Chapters invited into association.  Voting membership consists of members of The Order who
are currently members of the faculty of the Chapter's School and, if the by-laws of the Chapter
so provide, of others elected by the Chapter to membership in The Order.

SECTION 4.3.  Chapter Officers.

The Officers of each Chapter consist of a President, a Secretary, and such other personnel as the
by-laws of the Chapter specify.  Duties of the Chapter Secretary include yearly forwarding to the
Secretary-Treasurer the names, addresses, and dues of Chapter initiates and, if requested by the
Executive Committee, filing with the Secretary-Treasurer  an annual report of Chapter actions and
activities of interest to The Order at large.

SECTION 4.4.  Chapter By-Laws.

The By-Laws of each Chapter shall not be inconsistent with this Constitution.  In the event of any
inconsistency, this Constitution shall prevail.

SECTION 4.5.  Revocation of Charter.

Whenever, in the opinion of the Executive Committee, the continuation of any Chapter appears
inconsistent with, or detrimental to, achieving the objectives of The Order, as specified in the
Preamble, it shall apprise the Chapter in question of its judgment.  Notification shall be given by
registered mail to the Officers of the Chapter, or in the absence of active Officers, to the Dean of
the School.  Appearance before the Executive Committee shall be granted if requested by the
School involved.  Should the Executive Committee, by at least two-thirds vote, conclude that
discontinuation is justified , it shall so recommend to the Chapters.  If not less than 80 percent of
the Chapter (excluding the Chapter concerned) vote to accept the recommendation of the
Executive Committee, the Chapter shall be discontinued and its Charter canceled.  Determination
of Chapter action shall be made by the Secretary-Treasurer in the same manner as that provided in
Section 4.1(f).
 

                                                                    ARTICLE V
                                                      ELECTION TO MEMBERSHIP
 

SECTION 5.1.  Eligibility of Law Students.

a)  For each academic year, measured from July I to June 30, or any other twelve-month period
designated by a member school, a Chapter may elect to membership in The Order any graduating
senior (1) who has completed at least 75 percent of his or her law studies in graded courses and
(2) whose grade record ranks in the top 10 percent of all the graduating seniors of the school.
"Graded courses" are those for which academic accomplishment is recorded on the basis of
educational measurement involving four or more discriminators.

b)  A Chapter need not elect the maximum eligible under subsection (a).  The criterion should be
the election of those eligible who, in the opinion of the voting members of the Chapter, are
deemed truly worthy of the honor.  Accordingly, in addition to scholastic standing, a Chapter
may take into consideration law school activities contributing measurably to the total legal
education of the candidate. The Chapter may set forth rules listing additional factors, or may
make selections on an individualized basis. A Chapter may decline to elect an eligible student
whose character is unfitting for membership in The Order.

SECTION 5.2.  Determination of Eligibility.

a) Each Chapter shall establish procedures that will reasonably insure accurate identification of
graduating seniors eligible under Section 5.1.

b)  In calculating the 10 percent maximum:

       (1) If the number is fewer than three, three may nevertheless be elected.

       (2) If the law school's existing grade calculation procedures produce a tie for the last place,
and if there is no other academic distinction between or among the students with identical grade
point averages, the Chapter may elect up to three of the students who are tied for the last place.

       (3) One additional student may be elected if the remainder in the quotient is  five or more.

       (4) A student who is counted in one academic year in determining the size of the graduating
class for ascertaining the 10 percent maximum cannot be counted for the same purpose in any
succeeding year, even though he or she failed to graduate.

c) If error is found in the original calculation following an election of the full 10 percent of assumed
eligibles after official notification of the initiated has occurred, a Chapter may petition the Executive
Committee for permission to elect the eligible person unintentionally overlooked.  The petition shall
set forth the full facts respecting the cause of error, the grade differential between the student of
lowest standing among those elected and any student or students passed over, and other relevant
factors explanatory of the miscalculation. If satisfied of the reasonableness of the circumstances
surrounding the error, the Executive Committee may grant the petitioned waiver on condition that
the Chapter forfeit its authority to elect honorary members for an appropriate number of electoral
years following.

SECTION 5.3.  Faculty Members.

A Chapter may elect a member of the full-time, voting faculty of the Chapter's School who is not a
member of The Order by reason of earlier election, if in the judgment of the Chapter, he or she has
exhibited qualities of scholarship consistent with objectives of The Order.

SECTION 5.4.  Honorary Members.

a) A Chapter may elect to honorary membership in The Order a member of the legal profession who
enjoys high distinction for scholarly attainments, but no Chapter shall elect more than one honorary
member in any Coif electoral year.

b) The Executive Committee may elect to honorary membership in The Order members of the legal
profession who have attained national distinction for their contributions to the legal system, but
not more than five honorary members may be so elected in any triennial period.
 

    ARTICLE VI
FISCAL MATTERS

SECTION 6.1.  National Membership Fees.

The Executive Committee has authority to set reasonable national membership fees.  Each Chapter
Secretary is responsible for promptly collecting and transmitting to the Secretary-Treasurer the
national membership fee for each new member elected into the Chapter.

SECTION 6.2.  Chapter Fees.

Each Chapter may add to the National membership fee a Chapter fee in such amount as it prescribes
by its by-laws.  A Chapter may also impose assessments upon its members, as frequently and in
such amount as its by-laws stipulate.  Chapter funds may be used as the Chapter deems proper and
desirable in the promotion of Coif objectives at the Chapter level.

SECTION 6.3.  Fiscal Authority of the Executive Committee.

The Executive Committee is authorized to fix a reasonable compensation for the Secretary-Treasurer
to direct the expenditure of funds of The Order as it deems required by the program approved by it,
and to exercise policy control over the investment and withdrawal of such funds as may not be
needed in current operations.
 

                                                                    ARTICLE VII
                                                           INSIGNIA AND COLORS

SECTION 7.1.  Insignia.

The insignia of The Order consist of (1) the Certificate of membership; (2) the Badge of membership
for the use in the wearing of academic regalia; and (3) the Coif Key.

SECTION 7.2.  Colors.

The official colors of The Order are maroon and black.
 
 

                  ARTICLE VII
AWARDS AND RECOGNITIONS

SECTION 8.1.   Awards for Outstanding Scholarly Publications.

In recognition of preeminent legal scholarship, The Order confers one or more awards upon the
author or authors of outstanding publications that evidence creative talent of the highest order.
Writings so recognized are selected from those published during a period designated by the
Executive Committee  The award is conferred at a time and place determined by Executive
Committee.

SECTION 8.2.  Other Recognitions of Creativity in Law.

The Executive Committee is empowered to establish other awards for the purpose of
recognizing preeminent legal scholarship and leadership among law students, law teachers,
judges and practitioners.   The nature and number of such recognitions, the criteria for selection,
and the procedures appropriate for implementation shall be formally announced in advance by
the Executive Committee.

SECTION 8.3.  Awards by Local Chapters.

Individual Chapters are authorized to establish, after notification to the Executive Committee,
similar awards at the Chapter level.
 

                                                           ARTICLE IX
                         CONSTITUTIONAL INTERPRETATION AND AMENDMENT
 

SECTION 9.1.  Constitutional Interpretation.

Authority is vested in the Executive Committee to interpret this Constitution, subject to appeal
to the Chapters.  Appeal is effected through the Secretary-Treasurer, who is under obligation to
lay the issue before the several Chapters promptly.  Procedure, including the time allowed for
Chapter action, is the same as that established by Section 4.1(f). Appeal is effective if the
challenge to the interpretation made by the Executive Committee is supported by the same
percentage of Chapters as required for constitutional amendment under Section 9.2.

SECTION 9.2.  Initiation of Constitutional Amendments.

Amendments may be initiated by two-thirds vote of the Executive Committee; by any six  Chapters
of The Order; or by majority vote of any national Convention.  In any mode of initiation, submission
of the proposed alteration(s) is made to the Chapters through the Office of the Secretary-Treasurer
of The Order.

SECTION 9.3.  Ratification of Amendments.

This Constitution is amendable on affirmative vote of 75 percent of the Chapters.  The action of each
Chapter is determined by the same procedure provided by Section 4.1.(f), except that the period
available for Chapter consideration is 60 days following the date of mailing.

SECTION 9.4.  Effective Date of Amendments.

Amendment(s) to this Constitution become effective upon notification of adoption to the Chapters
by the Secretary-Treasurer unless a later effective date is stipulated in the amendment(s) receiving
approval.