BY-LAWS
OF
FRIENDS OF THE ADAMS COUNTY LIBRARY SYSTEM, INC.
As
approved at the Annual Meeting of
ARTICLE I Name
and purpose
Section 1.
The name of this organization,
hereafter referred to simply as "Friends of the Library", shall be Friends
of the Adams County Library System, Inc.
Section
2.
The
purpose of this organization shall be:
·
to encourage membership and to
maintain an association of people interested in library development,.
·
to organize fund raising
projects to provide funds for the ACLS and to operate a Library Store
·
to support state library and
friends of the library organizations in achieving improved library services
throughout Pennsylvania
Section 3
The following is organizational language required
by the IRS for affiliation with Pennsylvania Citizens for Better Libraries, the
State Friends Organization:
"This
corporation is organized and operated exclusively for charitable purposes
within the meaning of section 501(c)(3) of the Internal Revenue Code."
"No part
of the net earnings of the organization shall inure to the benefit of, or be
distributable to its members, trustees, officers or other private persons. No
substantial part of the activities of the organization shall be the carrying on
of propaganda, or otherwise attempting to influence legislation, and the
organization shall.not participate in or intervene in
(including the publishing or distribution of statements) any political campaign
on behalf of any candidate for public office."
"Notwithstanding
any other provision of these Articles, the corporation shall not carry on any
other activities not permitted to be carried on (a) by a corporation exempt
from Federal income tax under section 501(c)(3) of the Internal Revenue Code of
1986 (or the corresponding provision of any future United States Internal
Revenue Law) or (b) by a corporation contributions to which are deductible
under section 170(c)(2) of the Internal Revenue Code of 1986 (or the
corresponding provision of any future United States Internal Revenue Law)."
"Upon
winding up and dissolution of this corporation, after paying or adequately
providing for the debts and obligations of the corporation, the remaining
assets shall be distributed to a non-profit fund, foundation, or corporation
which is organized and operated exclusively for charitable, educational,
religious, and/or scientific purposes and which has established its tax exempt
status under section 501(c)(3) of the Internal Revenue Code."
ARTICLE II, Membership, Dues and Fiscal Year
Section
1.
Membership in the Friends of the Library shall be effected by the payment
of annual dues. There shall also be an annual endowment option. Any change in the minimum value for such dues
or endowment option shall be by recommended by the Executive Committee, for
approval at the annual meeting. Membership classes and suggested membership
dues in excess of the minimum will be determined by the Executive Committee.
Section
2.
The
Fiscal Year and the membership year shall be the calendar year. Membership dues
or endowment options paid after October 31 will be counted as a paid membership
for the year following.
ARTICLE III, Officers - their Election and Duties
Section
1.
A.
The officers shall be a president, vice-president, recording secretary,
corresponding secretary, treasurer and historian. They shall be elected for two
year terms.
B.
Officers shall be elected at the annual meeting: the president, corresponding
secretary and historian in odd numbered years; the recording secretary,
vice-president and treasurer in the even numbered years. Odd or even is
determined by the year prior to the first year of service.
C. A
nominating committee shall be appointed by the president with the approval of
the Executive Committee at least one month prior to the annual meeting.
D. An
announcement of elections shall be made to the membership by August 1. Persons
wishing to be considered for one of the offices must express such a desire to
the President, in writing, by September 15. No nominations will be accepted
from the floor at the annual meeting.
E. In
the event that there is more than one person seeking a single office, a notice
of such an event will be given to the membership by November 1. This notice
will also include a proxy form for absentee voting.
Section
2.
A. President - Shall preside at all meetings and appoint all standing
and special committees. Shall perform all duties usually pertaining to the
office of president and shall have the power, with the approval of the
Executive Committee, to fill all elected vacancies for the remainder of the
unexpired terms.
B. Vice-President
- Shall assist the president and, in the absence of the president, shall
perform the duties of the president. Shall also serve as program chairperson
for the annual meeting.
C. Recording
Secretary - Shall keep correct minutes of the proceedings of all meetings
and shall be the custodian of all records excepting such as are specifically
assigned to others.
D. Corresponding
Secretary - Shall conduct the correspondence of the organization.
E. Treasurer
- Shall receive all dues and be the custodian of all moneys of the
organization. Shall deposit all moneys in a responsible manner and shall pay by
check all bills authorized by the Executive Committee. Shall submit a report at
each duly constituted meeting.
F. Historian
- Shall keep a record of all published material in permanent form.
ARTICLE IV, Committees
Section
1.
The
Executive Committee shall consist of the elected officers and the chairpersons of
the standing committees (or their designated alternates). The immediate past
president, the President of the Board of Trustees of the Library (or a
designated representative) and the Library Director (or a designated
representative) shall be non-voting members. The Executive Committee shall have
the power to transact all business arising between annual meetings of the
organization.
Section
2.
The
standing committees shall be membership, publicity, volunteers, newsletter and
the library store.
Section
3.
The
special committees shall be Auditing, Nominating and any other approved by the
Executive Committee. The chairpersons of such committees shall attend meetings
of the Executive Committee as appropriate.
ARTICLE V, Meetings
Section
1.
A.
The Annual Membership Meeting shall be held in November.
B. A
quorum shall consist of any number present after due notice of the meeting has
been given.
C. A
two-thirds majority of the members present at any annual meeting shall be
required to pass a resolution.
Section
2.
A. The Executive Committee shall meet before each Annual Meeting and at
other times by call of the president after notification of all Executive
Committee members.
B. A quorum shall consist of a majority (7) of the membership of the Executive
Committee.
C. Assuming a quorum is present, a majority of those present is
sufficient to pass any motion.
ARTICLE VI, Finances
Section
1.
All
income of the Friends of the Library, excluding operating expenses, shall be
used for the benefit of the library.
Section
2.
The
treasurer's books shall be audited or reviewed by a CPA or Public Accountant as
required by State Registration. At the Annual Meeting the CPA's report would be
available for anyone to read. Also at this meeting the treasurer shall give a
brief summary of the audited report in addition to a current year-to-date
report.
ARTICLE VII, Procedure for
Amending By-laws
By-laws
may be amended by a two-thirds vote of those present and voting at the Annual
Membership Meeting of the Friends of the Library, provided that notice of the
proposed amendments shall be given to all members at least one week before the
meeting, by mail or by press.
ARTICLE VIII, Parliamentary
Authority
All
procedures, duties etc., not covered directly in these By-laws shall follow the
form prescribed in Robert's' Rules of Order.
(updated 11/23/05)