BYLAWS
FRIENDS
OF THE
ARTICLE
I: NAME
Section
1: Name. The name of this organization
shall be FRIENDS OF THE HANNIBAL FREE PUBLIC
LIBRARY.
ARTICLE
II: PURPOSE
Section
1: Purpose. The purposes for which
the corporation is organized are: to
maintain an association of persons and groups
interested in libraries; to focus public
attention on Hannibal Free Public Library; to
support quality library service in Hannibal
through fund-raising, volunteerism, and
serving as advocates for the Library’s
program; to conduct fund-raising that
complements the Library’s mission and
provides funding for special library
projects; to serve as advocates for local,
state, and national library issues; and to
support the freedom to read as expressed in
the American Library Association Bill of
Rights.
Section
2: Inurement of Income. No part of the
net earnings of the corporation shall inure
to the benefit of, or be distributable to,
its members, directors, trustees, officers,
or other private persons, except that the
corporation shall be authorized and empowered
to pay reasonable compensation for services
rendered.
Section
3: Legislative or Political Activities.
No substantial part of the activities of the
corporation shall be the carrying on of
propaganda or otherwise attempting to
influence legislation and the corporation
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.
Section
4: Operational Limitations.
Notwithstanding any other provisions 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 as a Private Foundation under
Sections 508 and 509 of the Internal Revenue
Code and Tax Reform Act of 1969.
Section
5: Dissolution Clause. Upon
the dissolution of the corporation, the Board
of Trustees shall, after paying or making
provisions for the payment of all of the
liabilities of the corporation, dispose of
all of the assets of the corporation
exclusively for the purposes of the
corporation in such manner, or to Hannibal
Free Public Library or its successor
political subdivision.
Section
6: Objectives. Said corporation is organized
exclusively for charitable, religious,
educational, and scientific purposes within
the meaning of Sections 508 and 509 of the
Internal Revenue Code and Tax Reform Act of
1969.
ARTICLE
III: MEMBERSHIP
Section
1: Membership. Membership in this
organization shall be open to all individuals
in sympathy with its purposes, and to
organizations and clubs when such representation
is desired.
Section
2: Voting. Each membership in good standing
shall be entitled to one vote.
ARTICLE
IV: OFFICERS
Section
1: Officers. The officers of this
organization shall be Friends President,
Friends Vice President, Friends Secretary,
and Friends Treasurer.
The positions of Friends Secretary and
Friends Treasurer may be combined into one
position, Friends Secretary/Treasurer.
Section
2: Election. Officers shall be
nominated by the Executive Board at least two
months before the annual membership
meeting. The nominations shall be submitted
in writing to the membership with the consent
of the nominee at least two weeks prior to
the annual meeting. Additional nominations
may be made from the floor with the consent
of the nominee.
Section
3: Term of Office. Officers shall be
elected by majority vote of those memberships
present at the annual meeting for the term of
one year, but not more than two successive
terms.
Section
4: Vacancies. Vacancies shall be
filled through appointment by the president.
ARTICLE
V: DUTIES OF OFFICERS
Section
1: President. The
Friends President shall be the chief
executive and in general do all the things
customarily provided by said office. It
shall be the duty of the Friends President to
preside at all meetings of the Friends and
the Friends Board, to appoint all committees,
to serve as ex-officio member on all
committees, and to perform all duties
provided by law. When the Friends
President’s signature is required, another
officer of the Friends Board may provide the
signature in the President’s absence.
Section
2: Vice-President.
In case
of the absence of or the inability or refusal
to act by the Friends President, then the
duties of that office, as above provided,
shall devolve upon the Friends
Vice-President. In
case a vacancy occurs in the office of the
Friends President, then, in such event, the
Friends Vice-President shall perform all
functions of the Friends President until a
successor for the unexpired term is elected. In
the event of absence of both the President
and the Vice-President, the Friends Secretary
shall act as President pro tem.
Section
3: Treasurer. To keep and maintain the
financial records of the organization; to
file required tax and other paperwork with
Federal, state, and local governmental units.
Section
4: Secretary. To record attendance at
all meetings; to take the minutes of all
meetings; to keep a list of the membership,
together with their addresses; to notify the
members of the time and place of meetings;
and to conduct the correspondence of the
organization.
Section
5. Library
Director.
The Library Director facilitates
Friends activities.
Permanent records of the Friends are
kept on file at the Library.
The Library Director may designate
staff to provide clerical assistance on a
one-time or routine basis.
Additionally, the Library Director
receives and relays mail for the Friends.
ARTICLE
VI: DIRECTORS AND EXECUTIVE BOARD
Section
1: Friends Board. The Directors shall also be
known as the Friends Board and shall consist
of the officers of the organization. The
Library Director shall serve as ex-officio
member of the Friends Board.
Section
2: Appointment of Committees. The
Friends Board shall have the authority to
appoint committees consistent with the
purposes of this organization.
The Friends President may also appoint
ad hoc committees between Friends Board
meetings, as needed.
Section
3: Meetings. Meetings of the Friends
Board shall be held quarterly. Special
meetings may be called by the Friends
President.
Section
4: Quorum. A majority of the Friends Board
shall constitute a quorum.
Section
5: Participation
by Phone.
In the
event that a quorum cannot be obtained at a
meeting of the Friends Board, and there are
immediate matters at hand that cannot wait,
one of the Friends Officers may participate
in the meeting by means of a conference
telephone call.
Section
6: e-Mail
Voting in Lieu of Meeting of the Friends
Board. When
no quorum can be obtained for a meeting of
the Friends Board, and there are immediate
matters at hand that cannot wait, then email
may be used to obtain a majority positive or
negative vote.
ARTICLE
VII: MEETINGS OF
THE GENERAL MEMBERSHIP
Section
1: Annual Meeting. An annual meeting
of the full membership shall be held in a
month to be determined by the Friends Board.
Members should be notified in writing at
least two weeks prior to the date of the
meeting.
Section
2: Special Meetings. A special meeting
of the full membership may be called at any
time by the Friends Board, or by written
request of at least ten members, or a
majority of members, (whichever is the lesser
number) in good standing.
Section
3: e-Mail
Voting in Lieu of Meeting of the General
Membership.
When no
quorum can be obtained for a meeting of the
general membership of the
Friends, and there are immediate
matters at hand that cannot wait, then email
may be used to obtain a majority positive or
negative vote.
ARTICLE
VIII: DUES
Section
1: Payment of Dues. Dues shall be
payable annually and shall become due on the
day of the annual membership meeting.
Payment of Dues establishes membership
in good standing for the year.
Dues:
Individual
$10.00
Family
$17.00
Business/Organization
$25.00
Life Members
$100.00
ARTICLE
IX: AMENDMENTS
Section
1: Amendments. Amendments to these
by-laws may be made at any meeting of the
general membership by a two-thirds vote of
those memberships present, after notification
in writing to each member at least two weeks
before the meeting at which the voting is to
take place.
ARTICLE
X: PARLIAMENTARY PROCEDURE
Section
1: Parliamentary Procedure. Robert's
Rules of Order Revised, when not
in conflict with these by-laws, shall govern
the proceedings of this organization.
These
By-Laws were adopted by the Friends at its
meeting of October 17, 2013.
Attest:
___________________________________________________
Katie Wright, Friends President
___________________________________________________
___________________________________________________
Hallie Yundt Silver, Friends
Secretary/Treasurer