BILL ANALYSIS                                                                                                                                                                                                    Ó



                                                                  SB 163
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          Date of Hearing: June 28, 2011

                           ASSEMBLY COMMITTEE ON JUDICIARY
                                  Mike Feuer, Chair
                      SB 163 (Evans) - As Amended:  May 27, 2011

                              As Proposed to Be Amended
           
          SENATE VOTE  :  39-0
           
          SUBJECT  :  State Bar: GOVERNANCE and public protection

           KEY ISSUE  :  SHOULD VARIOUS REFORMS BE MADE TO THE GOVERNANCE 
          STRUCTURE OF THE STATE BAR?

           FISCAL EFFECT  :  As currently in print this bill is keyed 
          non-fiscal.

                                      SYNOPSIS

          According to the current president of the State Bar, who 
          supports this bill, this measure implements the most sweeping 
          changes to the governance structure of the State Bar in decades. 
           Among other reforms, the bill revises the composition and 
          reduces the size of the Bar's governance board, adding for the 
          first time a substantial component of attorney members selected 
          by the Supreme Court.  The bill reduces the size of the board 
          from 23 to 19 members over a three-year period.  The bill also, 
          consistent with other professional statutes, specifies for the 
          first time that the protection of the public is the highest 
          priority for the Bar and its board of trustees (the new name for 
          the members of the board).  As proposed to be amended, the 
          measure also reduces member dues by $10 for 2012 by granting all 
          Bar members a $10 rebate next year due to a continuing 
          substantial surplus in the Bar's General Fund; increases from 
          the current $10 to $20 for the next two years the amount that 
          Bar members may voluntarily contribute to the Bar's "IOLTA" fund 
          to address the ongoing crisis in legal services for Californians 
          of lesser means, though any Bar member will be free to choose 
          not to have his or her dues used for this purpose; and 
          acknowledges that the Bar, working collaboratively with the 
          chairs of the two Judiciary Committees, has also committed to 
          transferring $2 million in 2012 and $2 million in 2013 from its 
          Insurance Affinity program account (non-mandatory dues monies) 
          to the Bar's "IOLTA" fund to similarly help address the 







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          decimated funds available to the state's legal services 
          programs.  Through these collaborative actions between the Bar 
          and the Assembly and Senate Judiciary Committees, Bar members 
          will be receiving reduced dues in 2012, and California's 
          struggling legal service programs will be receiving a $10 
          million increase in Bar support for legal services over two 
          years--an anticipated $7 million in 2011-12, combined with $3 
          million resulting from actions taken last year, while at the 
          same time ensuring very ample surpluses remain in the Bar's 
          General Fund and its emergency "rainy day" fund.  The measure, 
          as proposed to be amended, is supported by the Bar and the 
          Beverly Hills Bar Association.  The San Diego County Bar 
          Association wrote the Committee to express some reservations 
          about the bill, and the Sacramento County Bar Association wrote 
          in opposition.  The measure passed the Senate by a vote of 39-0. 
             

           SUMMARY  :  Implements major changes to the governance structure 
          of the State Bar to maximize the Bar's prioritization of public 
          protection in all of its activities and makes other reforms to 
          the Bar's governance structure.  In addition, as proposed to be 
          amended, the measure provides a $10 reduction in dues for all 
          Bar members in 2012 and increases the amount Bar members may 
          voluntarily contribute to the Bar's "IOLTA" fund to address the 
          ongoing crisis in legal services for the next two years.  
          Specifically,  this bill  :

          1)Provides that protection of the public shall be the highest 
            priority of the State Bar and the board of trustees (the new 
            name for the members of the Bar board) in exercising their 
            licensing, regulatory, and disciplinary functions, and 
            specifies that whenever the protection of the public is 
            inconsistent with other interests sought to be promoted, the 
            protection of the public shall be paramount.

          2)Revises the composition and size of the board of trustees to 
            be made up of six public members appointed by the Governor and 
            the Legislature, as provided under existing law, and 13 
            attorney members consisting of the following: six attorney 
            members elected from newly created State Bar districts, based 
            on the six court of appeal districts in California; five new 
            attorney members appointed by the California Supreme Court 
            with specified diversity and other guideposts; and two new 
            attorney members appointed by the Senate Rules Committee and 
            the Speaker of the Assembly, for a reduced total number of 19 







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            board trustees.
           
           3)Phases in the transition to the smaller board, requiring the 
            Bar to determine and ensure that the transition from 23 
            members to 19 members is achieved by October 31, 2014.  
            Requires the Bar to develop a plan for implementing that 
            transition by January 31, 2012, and to submit a written report 
            detailing this plan to the Senate and Assembly Judiciary 
            Committees by that date.  The bill further requires the Bar to 
            report annually to those committees on its progress toward 
            appropriately implementing this transition.  

          4)Prohibits the Bar from changing, reducing, shortening, 
            lengthening, or abolishing a board member's term, or forcing 
            any board member to resign, in order to institute the new 
            19-member board in order to protect the existing terms of 
            current board members. 

          5)Specifies demographic criteria that the Supreme Court should 
            consider when making appointments to the board, as specified, 
            and provides that the Bar is responsible for carrying out the 
            administrative responsibilities related to the appointment 
            process.

          6)Provides that attorney members elected or appointed by the 
            Supreme Court may be reelected or reappointed for one 
            additional term only.

          7)Provides that the board elect a president, vice president, and 
            treasurer for the following year within 90 days, rather than 
            the current 270 days, preceding the next annual meeting, and 
            specifies that the president, vice president, and treasurer 
            may be elected from among all members of the board.

          8)Provides that the term of the president shall be one year, but 
            he or she may be reelected to a second one-year term.

          9)Requires the board to ensure that its open meeting 
            requirements are consistent with, and conform to, the 
            Bagley-Keene Open Meeting Act. 
           
           10)Requires the board to complete and implement a five-year 
            strategic plan, to be updated every two years, and requires 
            the board president to report annually to the Supreme Court, 
            Governor, and the Senate and Assembly Judiciary Committees on 







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            the steps that the board has undertaken to implement the 
            strategic plan, as well as indicate any measures that the 
            board intends to undertake in the upcoming years to address 
            the projected needs contained in the plan. 
           
           11)Revises and reduces the make-up of the Governance in the 
            Public Interest Task Force to be made up of only six members 
            of the board and the president, and specifies that the six 
            members of the Task Force shall be made up of two elected 
            attorneys who are selected by the elected attorney members, 
            two attorneys appointed by the Supreme Court who are selected 
            by the Supreme Court appointees, and two public members 
            selected by the public members.
           
           12)Provides a $10 reduction in dues for all Bar members in 2012.

          13)Increases from the current $10 to $20 for the next two years 
            the amount that Bar members may voluntarily (but need not) 
            choose to dedicate to the Bar's "IOLTA" fund to address the 
            ongoing crisis in legal services for Californians of lesser 
            means, unless any Bar member chooses not to support those 
            activities.

          14)Acknowledges that the Bar has also voluntarily committed to 
            transferring $2 million in 2012 and $2 million in 2013 from 
            non-mandatory dues monies to the Bar's "IOLTA" fund to 
            similarly help address the state's decimated legal services 
            programs.  

          15)Clarifies that specified conflict of interest provisions 
            apply to new public members appointed to the board after the 
            enactment of this measure.  

           EXISTING LAW  :

          1)Requires all attorneys who practice law in California to be 
            members of the State Bar and establishes the Bar for the 
            purpose of regulating the legal profession.  Pursuant to the 
            State Bar Act, the annual mandatory membership fee set by the 
            Bar's Board of Governors to pay for discipline and other 
            functions must be ratified by the Legislature.  (Bus. & Prof. 
            Code Sec. 6000 et seq.)

          2)Provides that the Bar shall be governed by a 23-member Board 
            of Governors (the Board), comprised of 16 lawyers elected by 







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            members of the Bar from nine specified districts for 
            three-year staggered terms, and six public non-lawyer members, 
            four of whom are appointed by the governor, one who is 
            appointed by the Senate Rules Committee, and one who is 
            appointed by the Speaker of the Assembly.  The 23rd member of 
            the Bar Board is its president, who is elected by the other 
            board members to serve a fourth single year.  (Bus. & Prof. 
            Code Sec. 6010 et seq.)

          3)Provides for the Governance in the Public Interest Task Force 
            in the Bar, and requires that task force to submit a report by 
            May 15, 2011, and every three years thereafter, to the Supreme 
            Court, the Governor, and the Senate and Assembly Judiciary 
            Committees containing recommendations for enhancing the 
            protection of the public, as specified.  (Bus. & Prof. Code 
            Sec. 6001.2.)

          4)Authorizes the Bar to collect $315 in annual membership fees 
            from active members for a total annual dues bill of $410 for 
            the year 2011. (Bus. & Prof. Code Sec. 6140.)  The other $95 
            is pursuant to statutory authorization to assess annually the 
            following fees: $40 for the Client Security Fund (Bus. & Prof. 
            Code Sec. 6140.55); $25 for disciplinary activities (Bus. & 
            Prof. Code Sec. 6140.6); $10 to fund the Lawyer Assistance 
            Program ("LAP") (Bus. & Prof. Code Sec. 6140.9); $10 special 
            assessment to fund information technology upgrades (expires 
            January 1, 2014) (Bus. & Prof. Code Sec. 6140.35); and $10 for 
            the Building Fund (expires January 1, 2014) (Bus. & Prof. Code 
            Sec. 6140.3). 

          5)Authorizes the Bar to collect $75 in annual membership fees 
            from inactive members for a total annual dues bill of $125.  
            (Bus. & Prof. Code Sec. 6141.)  The other $50 is pursuant to 
            statutory authorization to assess annually the following fees: 
            $10 for the Client Security Fund (Bus. & Prof. Code Sec. 
            6140.55); $25 for disciplinary activities (Bus. & Prof. Code 
            Sec. 6140.6); $5 to fund the Lawyer Assistance Program (Bus. & 
            Prof. Code Sec. 6140.9); and $10 for the Building Fund 
            (expires January 1, 2014) (Bus. & Prof. Code Sec. 6140.3).

          6)Under case law, Keller v. State Bar of California (1990) 496 
            U.S. 1, prohibits the use by the Bar of mandatory dues, 
            without a member's consent, to fund political and ideological 
            activities, as a violation of a member's First Amendment 
            freedom of speech rights, where such expenditures are not 







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            necessarily or reasonably incurred for the purpose of 
            regulating the legal profession or improving the quality of 
            the legal services available to the people of the state.  
            Existing law allows members to deduct up to $10 from the 
            mandatory dues if the member does not wish to fund legislative 
            activities and non-Keller lobbying and activities with his or 
            her dues.  (Bus. & Prof. Code Sec. 6140.05, Keller v. State 
            Bar of California (1990) 496 U.S. 1.)

           COMMENTS :  According to the current president of the State Bar, 
          who supports this bill, this measure implements the most 
          sweeping changes to the governance structure of the State Bar in 
          decades.  Among other reforms, the bill revises the composition 
          and reduces the size of the Bar's governance board, adding for 
          the first time a substantial component of attorney members 
          selected by the Supreme Court.  The bill reduces the size of the 
          board from 23 to 19 members over a three-year period.  The bill 
          also, consistent with other professional statutes, specifies for 
          the first time that the protection of the public is the highest 
          priority for the Bar and its board of trustees (the new name for 
          the members of the board).  

          The measure also reduces member dues by $10 for 2012 by granting 
          all Bar members a $10 rebate next year due to a continuing 
          substantial surplus in the Bar's General Fund.  In addition, the 
          measure increases from the current $10 to $20 for the next two 
          years the amount that Bar members may voluntarily contribute to 
          the Bar's "IOLTA" fund to address the ongoing crisis in legal 
          services for Californians of lesser means, though any Bar member 
          will be free to choose not to have his or her dues used for this 
          purpose.  

          The bill will also acknowledge that the Bar, working 
          collaboratively with the chairs of the two Judiciary Committees, 
          has also committed to transferring $2 million in 2012 and $2 
          million in 2013 from its Insurance Affinity program account 
          (non-mandatory dues monies) to the Bar's "IOLTA" fund to 
          similarly help address the decimated funds available to the 
          state's legal services programs.  Through these collaborative 
          actions, Bar members will be receiving reduced dues in 2012, and 
          California's struggling legal service programs will be receiving 
          a $10 million increase in Bar support for legal services over 
          two years--an anticipated $7 million in 2011-12, combined with 
          $3 million resulting from actions taken last year, while at the 
          same time ensuring very ample surpluses remain in the Bar's 







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          General Fund and its emergency "rainy day" fund.

           Background on the Bar:   The State Bar of California is a public 
          corporation.  Attorneys who wish to practice law in California 
          generally must be admitted and licensed in this state and must 
          be a member of the State Bar.  (Cal. Const. Art. VI, Sec. 9.)  
          The State Bar of California is the largest state bar in the 
          country.  As of February 2011, the Bar had 170,986 active 
          members and 49,034 inactive members.  The Bar's programs are 
          financed mostly by annual mandatory membership dues paid by 
          attorneys as well as other fees paid by applicants seeking to 
          practice law.  The Bar has many committed and hard-working staff 
          who work diligently to ensure that the legal profession's 
          admissions system is properly administered to protect the 
          public, and its discipline system maximizes public protection. 

           The Governance in the Public Interest Task Force  :  Last year, AB 
          2764 (Assembly Committee on Judiciary, Chap. 476, Stats. 2010) 
          created within the Bar the Governance in the Public Interest 
          Task Force of 11 members appointed by the President of the Bar 
          as follows: seven attorney members; three public members; and 
          the president.  AB 2764 required the Task Force, on or before 
          May 15, 2011, and every three years thereafter, to submit a 
          report to the Supreme Court, the Governor, and the Senate and 
          Assembly Judiciary Committees containing recommendations for 
          enhancing the protection of the public and ensuring that 
          protection of the public is the highest priority in the 
          licensing, regulation, and discipline of attorneys.  This report 
          was to be reviewed by the Senate and Assembly Judiciary 
          Committees in their regular consideration of the annual bar dues 
          bill. 

          The Task Force was created in response to concerns that actions 
          by the State Bar Board of Governors did not sufficiently take 
          into account the protection of the public.  Several examples 
          demonstrating the concern were included in committee analyses of 
          AB 2764, including the board's action to approve a scaled-back 
          online "Find a Lawyer" program that critics argued left out 
          important helpful consumer information in response to opposition 
          from local bar associations.  The board decision not to 
          reappoint prior chief trial counsel was also highlighted in the 
          analysis which noted legal press at the time that described 
          allegations that Mr. Drexel was not reappointed potentially 
          because he aggressively pursued attorney misconduct, and 
          suggested that the board's decision may have been inordinately 







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          based on internal profession-protection politics and not 
          sufficiently on maximizing the public interest.  The board also 
          nearly voted to oppose two important consumer protection 
          measures (SB 94 (Calderon, Chap. 630, Stats. 2009) and AB 764 
          (Nava, 2009)) which addressed attorney participation in 
          foreclosure-related scams.  Finally, the malpractice insurance 
          disclosure rules ultimately approved by the board were felt by 
          many commentators at the time to be considerably scaled back for 
          professional reasons. 

          The Task Force began meeting in September 2010 and, after 
          regularly and diligently holding a number of meetings around the 
          state, the Task Force voted on May 5, 2011 to submit its reports 
          and recommendations to the Supreme Court, Governor, and 
          Legislature.  AB 2764 provided that, if the task force did not 
          reach a consensus on all recommendations, the dissenting members 
          could appropriately prepare and submit a dissenting report.  As 
          a result, on May 11, 2011, the Task Force presented its work 
          product to the Supreme Court, Governor, and Legislature in the 
          form of both a majority report, largely supported by the 
          attorney members of the task force, and a minority report, 
          largely supported by the public members of the task force.  

           The Legislature Responds to the Task Force's Majority and 
          Minority Report Recommendations for Bar Governance Reform by 
          Seeking A Middle Ground in This Reform Legislation  :  Drawing 
          from both the majority and minority reports, received by the 
          Legislature on May 11, 2011, the author amended this measure on 
          May 27, 2011, to benefit from the keen governance insights and 
          recommendations of both reports.  The bill was amended to 
          include provisions renaming the board of governors as the board 
          of trustees, revising the composition and size of that board, 
          and specifying the transition to a smaller board.  The 
          amendments also made revisions to the Governance in the Public 
          Interest Task Force, added the public protection charge, and 
          contained provisions relating to a strategic plan and the 
          Bagley-Keene Open Meeting Act.  

          The author writes in support of the bill:

               Over the last nine months, the State Bar's Governance in 
               the Public Interest Task Force spent considerable time and 
               effort discussing its charge to make recommendations to 
               enhance the protection of the public.  These efforts are 
               well reflected in the majority and minority reports issued 







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               by the Task Force Ýlast month.]  SB 163 is a well-thought 
               out compromise proposal that draws from both of these 
               reports.  

               The bill will help to address the issues identified by the 
               Legislature in creating the Task Force while at the same 
               time implementing changes in a gradual phased-in manner.  
               In transitioning to a smaller board, no sitting board 
               member (including those elected this year) will be forced 
               to resign or have their term reduced or shortened.  At the 
               same time, the changes proposed by this bill will 
               sufficiently revise the make-up of the board to allow for 
               appointments-in addition to elections-of lawyer members.  

               As a result, attorneys will have three different ways to 
               become members of the State Bar's board of trustees: they 
               can be elected, appointed by the Supreme Court, or 
               appointed by the Legislature.  At the same time, the bill 
               ensures that the ratio of professional to public members is 
               more reasonable, and includes a public protection charge 
               ensuring that protection of the public is the highest 
               priority for the State Bar. 

               The bill also ensures that the diversity of the board is 
               maintained by specifying criteria that the Supreme Court 
               should consider when making appointments to the board.  
               This includes important criteria such as attorneys who 
               represent various categories, including legal services, 
               small firm or solo practitioners, and historically 
               underrepresented groups.
           
           Public protection charge and renaming the board.  Both the 
          majority and minority reports of the Governance in the Public 
          Interest Task Force suggested including a public protection 
          charge in the State Bar Act.  This bill accordingly provides 
          that protection of the public shall be the highest priority for 
          the Bar, and the board of trustees in exercising their 
          licensing, regulatory, and disciplinary functions.  Consistent 
          with the public protection charge contained in other licensing 
          statutes, this bill specifies that whenever the protection of 
          the public is inconsistent with other interests sought to be 
          promoted, the protection of the public shall be paramount.  In 
          addition, as recommended by both the majority and minority 
          reports, this bill renames the board of governors as the board 
          of trustees.







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          Composition and size of the board.  With respect to the 
          composition and size of the board, this bill draws from both the 
          majority and minority reports and provides for a compromise 
                              approach.  This bill reduces the size of the board from 23 
          members to 19 members by providing that the board be made up of 
          six public members appointed by the Governor and the 
          Legislature-as provided under existing law-and 13 attorney 
          members consisting of the following: six attorney members 
          elected from new Bar districts based on the six court of appeal 
          districts, five attorney members appointed by the California 
          Supreme Court, and two new attorney members appointed by the 
          Senate Rules Committee and the Speaker of the Assembly.

          In contrast, the minority report suggested eliminating elections 
          of attorneys entirely and instead providing for nine attorney 
          members to be appointed by the Supreme Court.  This change, 
          combined with the existing six public members, would have 
          resulted in a smaller board of 15 members.  The majority report, 
          on the other hand, recommended leaving the board at its current 
          size of 23 members and reconfigured its composition as follows: 
          12 attorney members elected from five electoral districts based 
          approximately on existing District Court of Appeal boundaries, 
          three attorney members appointed by the Supreme Court, one 
          attorney member from the California Young Lawyers Association, 
          six public members appointed pursuant to existing law, and one 
          president.  Thus the measure represents a classic compromise 
          between the two recommended approaches.

          In order to help ensure a diverse board, the bill provides that 
          the Supreme Court-when making appointments of attorney members 
          to the board-should consider appointing attorneys who represent 
          the following categories: legal services; small or solo 
          practitioners, historically underrepresented groups, including 
          consideration of race, ethnicity, gender, and sexual 
          orientation; and legal academics.  The bill also provides that 
          the Supreme Court, in making appointments, should consider 
          geographic distribution, years of practice, particularly 
          attorneys who are within the first five years of practice or age 
          36 or under, and participation in voluntary local or state bar 
          activities. 

          Governance in the Public Interest Task Force.  The bill revises 
          the make-up of the Governance in the Public Interest Task Force 
          so that it would be made up of six members of the board and the 







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          president.  The bill specifies that the six members be made up 
          of two elected attorneys who are selected by the other elected 
          attorney members, two attorneys appointed by the Supreme Court 
          who are selected by the other Supreme Court appointees, and two 
          public members selected by the other public members.

          Officers of the board.  Existing law requires the board to elect 
          a president, vice president, and treasurer for the following 
          year within 270 days of the next annual meeting.  In order to 
          better assure stability, this bill instead provides that those 
          officers be elected at a meeting 90 days before the next annual 
          meeting.  This bill also provides that the officers of the board 
          include one vice president (rather than four, as under existing 
          law) who shall serve in the absence of the president to provide 
          for more continuity.  The bill also specifies that the 
          president, vice president, and treasurer may be elected from 
          among all members of the board.  Under the bill, the term of the 
          president shall be one year, but he or she may be reelected to a 
          second one-year term.

          Bagley-Keene Open Meeting Act.  The minority report recommended 
          that the board adopt a rule providing for substantially all of 
          the requirements of the Bagley-Keene Open Meeting Act to be 
          applied to the State Bar.  Consistent with this recommendation, 
          the bill requires the board to ensure that its open meeting 
          requirements are consistent with, and conform to, the 
          Bagley-Keene Open Meeting Act.  The board recently took action 
          in this area, sending out to public comment proposed revisions 
          of its rules incorporating some requirements of Bagley-Keene.

          Strategic plan.  The bill requires the board to complete and 
          implement a five-year strategic plan to be updated every two 
          years.  This bill also requires the board president to report 
          annually-as part of existing annual reports-to the Supreme 
          Court, Governor, and Senate and Assembly Judiciary Committees on 
          the steps that the board has taken to implement that strategic 
          plan and indicate any measures that the board will need to take 
          in the upcoming years to address the projected needs contained 
          in the plan.

          State Auditor's biennial report on State Bar's performance.  The 
          State Auditor is required by law to conduct a performance audit 
          every two years of the State Bar's operations during the prior 
          fiscal year.  The last audit was released on May 26, 2011.  At 
          the request of the Senate Judiciary Committee, the audit 







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          reviewed the Lawyers Assistance Program (LAP) to better 
          understand whether LAP is meeting its mission and, importantly, 
          whether it is protecting clients and the public from 
          substance-abusing attorneys.  The Auditor's report noted the 
          following about LAP: 

               It has poor monitoring procedures for ensuring case 
              managers appropriately send reports of participants' 
              noncompliance to disciplinary bodies.
               It does not adequately ensure that case managers treat all 
              noncompliance issues consistently.
               Although only 11 percent of its participants have 
              successfully completed the assistance program, the State Bar 
              believes that other factors are a better measure of the 
              program's effectiveness. However, it has not measured the 
              program's effectiveness using these other factors.

          The Auditor made a number of recommendations, including that LAP 
          "should ensure that case managers are submitting to the 
          appropriate entity the required reports in a timely manner, as 
          required by its policies."  The Auditor also recommended that 
          steps be taken to better evaluate the effectiveness of LAP and 
          noted "if the assistance program believes that the effectiveness 
          of the program is better measured through other means, it should 
          develop these alternative measures and assess the program's 
          effectiveness in meeting its stated goals."  The Auditor's 
          report notes that the Bar agrees with its recommendations and 
          has indicated that it is already in the process of implementing 
          them.  On this point, the Bar indicates that it has implemented 
          the first two recommendations and is working on the third.

          In the next year, the Judiciary Committees may wish to consider 
          engaging in discussion with the Bar to better ensure that LAP is 
          meeting its mission and protecting clients and the public from 
          substance-abusing attorneys and, if need be, considering 
          additional legislation in this area.

           State Bar's fiscal status  :  State Bar General Fund projection.  
          At the end of 2010, the State Bar had a surplus in its General 
          Fund of almost $12 million ($11.9 million).  Prior to the 
          proposed amendments being adopted, the Bar was projecting even 
          more substantial structural surpluses through at least 2015 as 
          seen in the following Bar-provided chart:

           ---------------------------------------------------------------------- 







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          |                            |Before Proposed Amendments               |
           ---------------------------------------------------------------------- 
          |----------------------------+--------+-------+-------+-------+-------|
          |                            |Projecte|Project|Project|Project|Project|
          |                            |d       |ed     |ed     |ed     |ed     |
          |----------------------------+--------+-------+-------+-------+-------|
          |DESCRIPTION                 |2011    |2012   |2013   |2014   |2015   |
          |----------------------------+--------+-------+-------+-------+-------|
          |Revenues                    | $63.4  |       |       |       |       |
          |                            |        |       |       |       |       |
          |                            |        |$62.0  |$63.0  |$65.9  |$66.8  |
          |----------------------------+--------+-------+-------+-------+-------|
          |Baseline Operating          |        |       |       |       |       |
          |Expenditures                |        |       |       |       |       |
          |                            |$62.9   |$62.6  |$63.2  |$63.9  |$64.6  |
          |----------------------------+--------+-------+-------+-------+-------|
          |Surplus (Deficit)           |        |       |       |       |       |
          |                            |        |       |       |       |       |
          |                            |$0.5    |$(0.6) |$(0.2) |$2.0   |$2.2   |
          |----------------------------+--------+-------+-------+-------+-------|
          |Ending Cumulative Surplus   |        |       |       |$ 13.6 |       |
          |                            |        |       |       |       |       |
          |                            |$12.4   |$11.8  |$11.6  |       |$15.8  |
          |----------------------------+--------+-------+-------+-------+-------|
          |                            |        |       |       |       |       |
           --------------------------------------------------------------------- 
          *$ millions
          *Forecast updated to reflect May 2011 actual results.
          *These surpluses do not include the $6 million plus of reserves 
          in the Bar's "rainy day" fund.

          In addition to these substantial surpluses in its General Fund 
          for the foreseeable future, it is important to recall that the 
          Bar also has another $6.4 million in the "Public Protection 
          Reserve Fund" which is designed as its "rainy-day" fund to allow 
          the Bar to continue operations should its dues authority not be 
          continued, as occurred when Governor Wilson vetoed the Bar's 
          dues bill in 1997, and in 2009 when Governor Schwarzenegger 
          temporarily did the same.  

          The Bar's Public Protection Reserve Fund of $6.4 million 
          represents almost 11 percent (10.7 percent) of 2010 General Fund 
          operating expenses, 6.4 percent of total agency-wide operating 
          expenses, and 4.9 percent of total agency-wide operating 
          revenues.  







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                                                                  Page  14


          While the Bar states that these percentages are consistent with 
          the recommendations of the Government Finance Officers 
          Association (which suggests a "minimum GF reserve of 5% to 15% 
          of operating revenues"), new leadership at the Bar has wisely 
          stated that such surpluses are of course extraordinary compared 
          to other government agencies at this time in state history, and 
          they have worked very collaboratively with the chairs of the 
          Judiciary Committees to start to address this seeming structural 
          surplus in the General Fund through the proposed amendments 
          supported by the author and being considered by this Committee, 
          including the $10 rebate for Bar members next year, the 
          increases from the current $10 to $20 for the next two years 
          that Bar members may voluntarily (but need not) choose to 
          dedicate to the ongoing crisis in legal services, and the Bar's 
          voluntary decision to transfer $2 million in 2012 and $2 million 
          in 2013 from non-mandatory dues monies to the Bar's "IOLTA" fund 
          to similarly help address the state's decimated legal services 
          programs.  

          Even with these proposed changes being adopted, the Bar 
          continues to project very robust structural surpluses through at 
          least 2015, as seen in the following Bar-provided chart showing 
          the continuing surpluses after the proposed amendments:



           ----------------------------------------------------------------------------- 
          |                            |After Proposed Amendments                |      |
           ----------------------------------------------------------------------------- 
          |--------------+--------------+--------------+--------------+--------------+--------------+--------------|
          |              |Projected     |Projected     |Projected     |Projected     |Projected     |              |
          |--------------+--------------+--------------+--------------+--------------+--------------+--------------|
          |DESCRIPTION   |2011          |2012          |2013          |2014          |2015          |              |
           -------------------------------------------------------------------------------------------------------- 
          |----------------------------+--------+-------+-------+-------+-------+------|
          |Revenues                    |        |       |       |       |       |      |
          |                            |        |       |       |       |       |      |
          |                            |$63.4   |$58.8  |$61.8  |$65.9  |$66.8  |      |
          |----------------------------+--------+-------+-------+-------+-------+------|
          |Baseline Operating          |        |       |       |       |       |      |
          |Expenditures                |        |       |       |       |       |      |
          |                            |$62.9   |$62.6  |$63.2  |$63.9  |$64.6  |      |
           ---------------------------------------------------------------------------- 
          |Surplus (Deficit)           |        |       |       |       |       |      |







                                                                  SB 163
                                                                  Page  15

          |                            |        |       |       |       |       |      |
          |                            | $0.5   |$(3.8) |$(1.4) |$2.0   |$2.2   |      |
           ---------------------------------------------------------------------------- 
          |Ending Cumulative Surplus   |        |       |       |       |       |      |
          |                            |        |       |       |       |       |      |
          |                            |$12.4   | $8.6  | $7.2  |$9.2   |$11.4  |      |
          |----------------------------+--------+-------+-------+-------+-------+------|
          |                            |        |       |       |       |       |      |
           ---------------------------------------------------------------------------- 
           ---------------------------------------------------------------------------- 
          |* $ millions                                                                |
          |*Forecast updated to reflect May 2011 actual results.                       |
          |                                                                            |
           ---------------------------------------------------------------------------- 
          *These surpluses do not include the $6 million plus of reserves 
          in the Bar's "rainy day" fund.

          History of General Fund activity:  Bar documents indicate the 
          history of the Bar's General Fund activity.  Over the past 
          several years, the Bar has generally taken in substantially more 
          money from its members than it has spent.  As illustrated below, 
          2006 and 2007 revenues were higher than expenditures.  In 2008, 
          however, expenditures outpaced revenues.  For 2009, revenues and 
          expenditures were essentially equal.  In 2010, the General 
          Fund's actual expenditures were at their lowest level since 
          2007, partially because the Bar states that six of the Bar's 
          executive staff positions were vacant for all or a significant 
          part of the year.  In total, actual expenditures for 2010 were 
          11% lower than the adopted budget.  

          The following chart provided by the State Bar compares the 
          budgeted annual expenses to actual annual expenses: 
          
          
                  --------------------------------------------------- 
                 |Year        |Budget      |Actual      |% Variance  |
                 |------------+------------+------------+------------|
                 |2007        |  $61.4*    |$58.1       |5.4%        |
                 |------------+------------+------------+------------|
                 |2008        |  $65.2     |$62.3       |4.4%        |
                 |------------+------------+------------+------------|
                 |2009        |$65.2       |$62.8       |3.6%        |
                 |------------+------------+------------+------------|
                 |2010        |$67.4       |$59.8       |11.2%       |
                 |            |            |            |            |







                                                                  SB 163
                                                                  Page  16

                  --------------------------------------------------- 

          *$ millions

          The Bar indicates: "Typically, the State Bar's actual annual 
          expenses are between 4 percent and 5 percent lower than budget - 
          usually attributable to salary savings that occur due to staff 
          turnover.  2010 was an extraordinary year due to the delay in 
          passage of the 2010 fee bill and the transition to a new 
          executive director.  The timing of filling several vacant 
          executive staff positions was affected by the October 2010 veto 
          and recruitments were put on hold."  In addition, the Bar notes 
          that there has - as with most other state agencies -been a hold 
          on employee compensation increases since 2008.

          Temporary Emergency Legal Services Voluntary Assistance Option:  
          Funding for nonprofit legal aid organizations that assist 
          indigent Californians with basic legal needs has never been 
          adequate to the task, generally addressing only about 20 percent 
          of legal needs.  But this "justice gap" is believed to be 
          increasing now because of the hardships suffered by many poor 
          people in the current economic downturn combined with budget 
          cuts from both government and private sources.  California 
          commits proportionally less public support for legal aid than 
          many other states, about $10-15 million through the Equal Access 
          Fund in the judicial branch budget.  That small contribution is 
          slated to diminish by $1 million or more in the coming year as 
          the result of court budget reductions.  Federal funding through 
          the Legal Services Corporation is also down significantly, and 
          private giving has decreased as well.  Despite early hopes and 
          great efforts, the State Bar's voluntary "Justice Gap Fund" 
          campaign has seen donations decline to approximately $800,000, 
          averaging $4.73 per practicing lawyer according to a recent 
          report in the legal press.

          California has traditionally relied principally on the Interest 
          On Lawyer Trust Accounts (IOLTA) program to fund legal aid 
          programs.  Under that program, attorneys must deposit all client 
          deposits or funds that are nominal in amount or are on deposit 
          or invested for a short period of time into an IOLTA account.  
          These funds may be deposited or invested in a single 
          unsegregated account, and the interest and dividends earned are 
          required to be paid to the Bar to be used for programs that 
          provide civil legal services to indigent persons.  Over the last 
          three years, however, revenues from the IOLTA program have 







                                                                  SB 163
                                                                  Page  17

          decreased 75 percent from $20.1 million in 2007-2008 to 
          approximately $5 million in the current year 2010-2011 as 
          evidenced by the following chart provided by the Bar. 






          IOLTA revenues are expected to remain at this historic low 
          because interest rates are not predicted to increase for some 
          time.  Moreover, the full impact of the plunge in IOLTA income 
          has been mitigated somewhat by the use of reserve funds over the 
          past few years.  These reserves are now largely depleted, 
          leading the State Bar to forecast that IOLTA distributions in 
          the 2012-13 budget cycle will diminish by an additional 20 
          percent or more.  Beyond that, it appears reserve funds will be 
          virtually nonexistent.  The lack of reserve funds is 
          particularly troubling because IOLTA income will lag any rebound 
          in interest rates by at least one year according to historical 
          trends.  Thus, even if interest rates were to improve 
          immediately (which is not predicted), California's primary 
          source of funding for legal aid organizations will remain anemic 
          for some time to come.

          California is not alone in its reliance on IOLTA funding; most 
          states rely principally on IOLTA programs to support legal aid.  
          Nor is California unique in its suffering as the result of the 
          free-fall in interest rates.  Virtually every state has faced 
          the same emergency.  The dramatic failure of IOLTA programs has 
          caused alarum in many states, along with steps to intervene.  
          (See "Interest Rate Drop Has Dire Results for Legal Aid," New 
          York Times, January 19, 2009.)  One of the most common and 
          successful approaches has been to raise attorney license fees 
          specifically for the purpose of funding legal aid programs.  Ten 
          states now have such fees, ranging from a low of $20 to a high 
          of $75, with an average of $43.  In many states these fees are 
          mandatory, without an opportunity to opt-out, reflecting the 
          special obligation members of the profession have to ensure that 
          fundamental access to the legal process and the rule of law does 
          not depend on income.

          Because of this growing and continuing crisis in legal aid 
          funding, this measure takes two critically-important steps in 
          collaboration with the Bar to address the crisis.  First, it 







                                                                  SB 163
                                                                  Page  18

          increases from the current $10 to $20 for the next two years the 
          amount that Bar members voluntarily may allocate to the ongoing 
          crisis in legal services for Californians of lesser means, 
          though any Bar member may choose not to make this earmark to the 
          Bar's IOLTA fund to support legal aid activities.  Second, the 
          Bar has joined with the chairs of the Judiciary Committees to 
          address the funding challenges facing over-stressed legal 
          service programs for the poor by committing to transfer $2 
          million in 2012 and $2 million in 2013 from non-mandatory dues 
          monies to the Bar's "IOLTA" fund to be distributed to legal aid 
          organizations according to long- established rules to further 
          assist the state's decimated legal services programs. 

          Through these targeted efforts California's struggling legal 
          service programs will receive an infusion of approximately $5 
          million in 2012 and an additional $5 million in 2013, while at 
          the same time ensuring very ample surpluses remain in both the 
          Bar's General Fund and its "rainy day" fund. 
           
           State Bar's annual discipline report  :  On April 30, 2011, the 
          Bar released its annual discipline report for the year ending 
          December 31, 2010.  Required by Business and Professions Code 
          Section 6086.15, the report describes the "performance and 
          condition of Ýthe Bar's] attorney discipline system in the 
          previous calendar year."  This year's report notes that the 
          figures show a significant rise in both the backlog and 
          caseload.  

          The Bar indicates that it made major changes in the format, 
          organization, and content of this year's report in part to 
                                                                           respond to recommendations from the State Auditor.  As a result, 
          the Bar acknowledges that it is difficult to make meaningful 
          comparisons with reports from prior years.  For example, some of 
          the numbers in this year's report are higher than in years' past 
          because they were previously excluded from prior counts - an 
          apparent reflection of the new Executive Director's stated 
          emphasis on maximizing transparency in reporting to the public 
          and the Legislature.  

          Despite this challenge, the audit noted that the overall backlog 
          at the end of 2010 is 4,193 cases, an increase of over 60 
          percent from the numbers for the previous year, under the 
          adjusted methodology used in the report.  The report notes, 
          however, that these figures are substantially increased by the 
          inclusion of more than 2,000 cases, which are either held or in 







                                                                  SB 163
                                                                  Page  19

          abeyance because of other pending criminal, civil, or State Bar 
          proceedings.  Excluding these cases would yield a backlog of 
          1,901 complaints, an increase of over five percent from the 
          previous year.
           
          ARGUMENTS IN SUPPORT  :  The Beverly Hills Bar Association wrote 
          the Committee stating in part that:

               We were pleased to see that SB 163 adopts two core 
               provisions which are supported by the Beverly Hills Bar 
               Association.  First, SB 163 retains a super-majority of 
               attorney members on the Board ? Second, SB 163 authorizes 
               the newly created Supreme Court nominating committee to 
               consider a number of diversity factors in making its 
               appointments, thus enhancing representation of solo and 
               small firm practitioners, newer lawyers, historically 
               underrepresented groups, etc.  The Beverly Hills Bar 
               Association strongly supports this provision?  

           CONCERNS  :  Writing to express reservations about the measure, 
          the San Diego County Bar Association ("SDCBA") states in part 
          that:

               ÝW]e believe the empirical evidence reflects the State 
               Bar's commitment to the protection of the public? the San 
               Diego County Bar Association is not persuaded that the 
               proposed changes, however well-meaning, will enhance the 
               protection of the public.

           ARGUMENTS IN OPPOSITION  :  The Sacramento County Bar Association 
          wrote the Committee stating in opposition in part that:
           
                ÝW]hile the public perspective in attorney governance is 
               invaluable, the rules under which we operate are often 
               technical and nuanced, and frequently require not only 
               attorney expertise, but expertise drawn from different 
               practice areas, to understand their impact on an attorney's 
               ability to represent his or her clients. Indeed the very 
               level of "zeal" with which we are duty-bound to advocate 
               differs depending upon whether we are a prosecutor or 
               defender, civil litigator or administrative attorney. These 
               distinctions are not intuitive to members of the public?  

          Bar Votes to Support This Measure As Proposed to Be Amended  :  On 
          June 18, 2011, at a special session, the current Bar Board voted 







                                                                  SB 163
                                                                  Page  20

          to support the measure.  And last Friday, June 24, 2011, the 
          Bar's Board Operations Committee, representing the full board at 
          those times when the full  board is not in session, voted 
          unanimously to support this bill as it is now proposed to be 
          amended (minus the technical prospective conflict of interest 
          amendment being added as well).  
           

          REGISTERED SUPPORT / OPPOSITION  :

           Support 
           
          State Bar of California
          Beverly Hills Bar Association
           
            Opposition 
           
          Sacramento County Bar Association


           Analysis Prepared by  :  Drew Liebert / JUD. / (916) 319-2334