Hear Ye, Hear Ye

2022 NBA BOARD OF DIRECTORS Journal

MARTESHA L. JOHNSON, President GULAM ZADE, President-Elect Journal HON. MELISSA BLACKBURN, First Vice President LIZ SITGREAVES, Second Vice President CHARITY WILLIAMS, Secretary FLYNNE DOWDY, Treasurer GIL SCHUETTE, Assistant Treasurer LELA M. HOLLABAUGH, General Counsel JEREMY OLIVER, YLD President MIKE ABELOW, Immediate Past President LORA FOX, First Vice President-Elect MARLENE MOSES, Second Vice President-Elect

BAHAR AZHDARI CHRISTEN BLACKBURN JAZ BOON ERIN COLEMAN RAQUEL EVE OLUYEMO SAM FELKER MANDY FLOYD ELIZABETH FOY MARY TAYLOR GALLAGHER JEFF GIBSON PAZ HAYNES JOSEPH HUBBARD KIM LOONEY JUNAID ODUBEKO KAYA GRACE PORTER MARIE SCOTT TIM WARNOCK LUTHER WRIGHT

NBA TEAM

MONICA MACKIE, Executive Director CAMERON ADKINS, CLE Director ADRIENNE BENNETT CLUFF, Marketing & Communications Coordinator TRACI HOLLANDSWORTH, Programs & Events Coordinator SUSAN JENCZYK, Finance Coordinator VICKI SHOULDERS, Membership Coordinator, Office Manager

HAVE AN IDEA FOR AN ARTICLE?

We want to hear about the topics and issues you think should be covered in the journal. Send your ideas to Adrienne.BennettCluff@nashvillebar.org.

NBA Family Zoo Day

Gather with your lawyer friends and their families on Saturday, June 11, for our Family Zoo Day at the Nashville Zoo. Upon arrival, visit the NBA table between 10:00am and 12:00pm to pick up your tickets and complimentary treats. Thank you to sponsors K&L Gates and Nashville Electric Service.

Need Tickets? Email Traci.Hollandsworth@Nashvillebar.org, and let her know how many FREE tickets you need and they will be ready and waiting for you at the NBA table when you arrive. Limit four tickets per NBA member.

Already have tickets or passes? Come by the NBA table to say hello and pick up snacks and goodies on your way into the zoo! Visit NashvilleBar.org/Zoo for more information. n 2022 Leadership Forum Graduation

In 2014, the Nashville Bar Foundation (NBF) established the NBF Leadership Forum—a local leadership program for lawyers with three to eight years of experience—designed to bring together emerging leaders who participate in monthly workshops for nine months to help them realize their potential and to benefit the legal profession and our local community.

On May 6, at the NBA Office, the 2022 Nashville Bar Foundation Leadership Forum Class graduated. If you know any class members listed below, please take a moment and share your regards. Congratulations to all participants on your hard work—we know it will pay off!

Anthony Adewumi Talor Bearman Rachel Bishop Margaret Brooke Antonio Carroll Casey Duhart Eric Evans Kimberly Faye Katharine Fischman Hannah Kay Freeman Elizabeth Greer Jay Harbison Michael Holder Ross Johnson Ashleigh Karnell Jessica Lim Alex McFall Charles McLaurin Princess Rogers Angela Williams Stella Yarbrough Sunny Yoo

For more information on this program, visit NashvilleBar.org/NBFLeadershipForum. n

Welcome to the NBA!

Congratulations on your membership—thank you for joining the NBA! We look forward to serving you this year and appreciate your support. Visit NashvilleBar.org or contact Vicki.Shoulders@nashvillebar.org with questions or to learn more.

NEW MEMBERS (MARCH 1 - APRIL 30)

Hannah Burt

Jack Byrd Tammy Dotson Satchel Fowler

Catherine Hammack-Aviran

Jay Jackson Mary Jocelyn Walker Lewis

Rylie Newell Chelsea Nicholson

Libby Sears Kimberly Veirs

YLD Carbolic Smoke Ball

Carbolic Smoke Ball is the annual cocktail and dance party hosted by the NBA Young Lawyer’s Division. Named after the infamous case, Carlill v. Carbolic Smoke Ball Co., the evening features music and dancing, heavy hors d’oeuvres, an open bar, and a festive atmosphere. Lawyers, spouses, friends, and families are invited to join and and support the NBA, the YLD, and selected beneficiaries.

This year, the festivities will commence on Friday, August 12, at Clementine, from 7:30pm to 10:30am. To learn more, visit NashvilleBar.org/CarbolicSmokeBall. n

Events At-A-Glance

June 4 | Bill Ramsey's "Ode to Otha" Block Party

June 11 | Zoo Day

June 25 | Pride Parade

September 29 | Annual Member Picnic

December 8 | Annual Banquet

2022 Nashville Pride Parade

Don your rainbow and join the NBA Diversity Committee as we walk in the 2022 Nashville Pride Parade on Saturday, June 25. Register today at NashvilleBar.org/PrideParade. n

Feature Story | Ramona P. DeSalvo

Power of “We the People”: Amending the U.S. Constitution Under Article V

In 2016, Tennessee became the fifth state to pass the Convention of StatesTM (COS) resolution, applying to Congress under Article V of the U.S. Constitution to call a convention of the states to propose amendments to the Constitution.1 The scope of the call in the Tennessee resolution was for a convention to propose amendments to impose fiscal restraints on the federal government, to impose term limits on federal officials and Congress, and to limit the power and jurisdiction of the federal government.2 The nearly identical resolution has now passed in 19 states, with four states passing the COS resolution in 2022.3 Since our country’s founding, many state applications to Congress have been made, calling for an amending convention on a variety of topics, such as equal rights, balanced budget, and term limits. To date, the requisite number of applications on the same topic(s) has not been reached to trigger a call for a convention.

The genesis of states amending the Constitution is grounded in self-governance and individual liberty. Two days before America’s Constitution was signed on September 17, 1787, delegate George Mason of Virginia posited that another way to amend the Constitution was needed in the event Congress became oppressive or abused its power. The delegates unanimously adopted the revision to Article V without debate, adding to Article V the second method reserved to state legislatures, i.e., the people. Article V permits two ways to amend the Constitution: (1) Congress may propose amendments, and (2) Congress shall call a convention upon the application of two-thirds of the state legislatures (34 states). Amendments proposed by either method require ratification by three-fourths of the states (38 states). The state legislatures may initiate a resolution applying for a convention, without requiring the governor’s signature, initiative, or referendum. As used in Article V, “legislature” means only the state’s representative body rather than state’s full legislative authority.4 A state’s resolution is memorialized in the Congressional Record (see, n.3), and Congress aggregates the applications based on topic(s). Once 34 states apply on the same topic(s), it is mandatory for Congress to call the amendment-proposing convention.5 Congress also selects the method for ratification whether by state legislature or by state convention.6 Congress has no role in the convention itself other than to designate, pursuant to its incidental powers, the time, place, and subject matter (based on the applications) of the convention.

The convention creates its own rules, committees, and procedures, each state selects its commissioners to attend, and each state has one vote regardless of the number of its commissioners. The process for holding interstate conventions has a long historical record with 41 prior conventions, both before and after U.S. independence,7 including a 2017 Balanced Budget Amendment Planning Convention in Phoenix, Arizona.8 The states select, instruct and control their commissioners, who act as agents of the state. Several states also have faithful commissioner laws that govern their commissioners’ actions, including the power to recall and to impose criminal penalties for failure to follow their commissions.9

The States’ commissioners convene with the purpose of proposing one or more amendments that fall within the scope of the call, with a majority vote of the quorum present being required for any proposed amendment to come out of the convention. The majority vote of those present is based upon parliamentary practice known to the Founders and case law.10 The amendments proposed by the convention are returned to the states for ratification, whether through state legislatures or by state convention. Congress has amended the U.S. Constitution 27 times. The U.S. Supreme Court effectively amends the Constitution when it creates rights or expands government powers into areas previously reserved to the states under the Tenth Amendment (such as under the General Welfare or Commerce clauses). Should Congress not act to limit its powers or should the U.S. Supreme Court exceed its interpretive authority and make law, the people, through their legislatures, can amend the Constitution.

Based upon the scope of Tennessee’s application set forth in its resolution (also passed by 18 other states), proposed amend-

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Original Thinking. Unique Protection.® ments could include the requirement for the federal government to use Generally Accepted Accounting Principles (GAAP); a single subject per bill in Congress; redefinition of the General Welfare clause, restoring the original intent that the federal government cannot spend money on matters within state purview; redefining the Commerce Clause, restoring the original intent that Congress had limited, exclusive powers to regulate shipments across state lines; and term limits for federal bureaucrats, Congress and the judiciary.

The Founders intentionally set a high bar to amend the U.S. Constitution, requiring 34 states11 with the same purpose to call a convention and 38 states12 to ratify any proposed amendment arising from the convention. Thirteen states may defeat any proposed amendment. The prescient Founders knew a day would come when the federal government would exceed its limited powers, and without debate, they preserved the right to amend the U.S. Constitution to “We the People” through the states under Article V. n

RAMONA P. DESALVO is a member of the DeSalvo Law Firm, focusing her practice on the entertainment industry. DeSalvo represents clients in all aspects of the entertainment industry, including songwriters, producers, independent record labels, recording artists, music educators, music publishers, videographers, photographers, and visual artists, among others.

Endnotes

1 U.S. Const. art. V; SJR67 S.67, 109th General Assembly (2016) 2 Id., SJR67 3 The states passing similar resolutions occurred in the following order: Georgia, Alaska, Alabama, Florida, Tennessee, Indiana, Alabama, Oklahoma, Indiana, North Dakota, Texas, Missouri, Arkansas, Utah, Mississippi, Wisconsin, Nebraska, West Virginia, and South Carolina. conventionofstates.com; see also, https://clerk.house.gov/SelectedMemorial. Caveat: three of the states passed in 2022 do not yet appear in the record. 4 Ariz. State Legis. v. Ariz. Indep. Redistricting Comm’n, 576 U.S. 787, 807-8 (2015). 5 U.S. Const. Art. V. 6 Id.; Other than the 21st Amendment to repeal prohibition, all amendments have been ratified by state legislatures. 7 Robert G. Natelson, Why the Constitution’s ‘Convention for Proposing Amendments’ is a Convention of States, PoliCy Brief (Heartland Inst. 2017). 8 Link available at https://www.azleg.gov/ bbapc/. 9 See, e.g., tenn. Code Ann. § 3-18-101, et seq.; ind. Code Ann. § 2-8.2-1, et seq. 10 See, e.g., Rhode Island v. Palmer, 253 U. S. 350, 386 (1920); Dyer v. Blair, 390 F.Supp. 1291, 1299-1300, (N.D. Ill., Feb. 20, 1975). 11 The 34 states and 38 states referenced is based upon 50 states; Article V states the requirements in percentages of the states needed (two-thirds and three-fourths, respectively). 12 Id.