Constitution and By-Laws
Friends of the Duluth Public Library
A Minnesota Non-Profit Corporation
Article
I - Name
The name of this organization shall be the Friends of the Duluth
Public Library.
Article
II - Purpose
The purpose of this organization is to maintain an association
of persons interested in the Duluth Public Library; to focus public
attention in a positive manner on library services, facilities,
and needs; to support and cooperate with the Library in developing
library services, facilities, activities, and programs for the
community; and to raise funds through special events.
Article
III - Membership and Dues
Section
1.
Membership in this organization shall be open to all individuals
who support its purposes, and to organizations, business firms,
and clubs when representation in the organization is desired,
in which case dues shall be paid by the organization.
Section 2. The classes of membership and dues
for each category shall be set by the Executive Board, subject
to Board of Directors' approval.
Section 3. Honorary life memberships shall be
bestowed at the discretion of the Board of Directors. An honorary
member shall not be required to pay yearly dues and shall have
none of the obligations of membership but shall be entitled to
all privileges.
Section 4. Each individual and organization shall
be entitled to one vote.
Section 5. The membership year shall start January
1 and end December 31.
Article
IV - Officers
Section
1.
Officers of the organization shall be President, Vice President,
Secretary, and Treasurer.
Section 2. All officers shall be elected by a
majority vote of those present at the annual meeting. The terms
of all officers shall be for two fiscal years or until successors
have been elected, and shall begin immediately following the annual
meeting in May. Officers elected for one term may be re-elected
for an additional term. After a one-year lapse, he or she may
be eligible for re-election.
Section 3. The nominating committee shall nominate
a candidate for each office. These nominations shall be presented
in writing to the membership two weeks prior to the annual meeting.
Additional nominations may be made from the floor at the annual
meeting with the consent of that nominee.
Section 4. Officers shall have the usual duties
and authorities exercised by officers of a non-profit organization.
Section 5. Vacancies shall be filled by appointment
of the President, with the approval of the Executive Committee,
until the next general election.
Article
V - Executive Committee
Section
1.
The Executive Committee shall consist of President, Vice President,
Secretary, and Treasurer.
Article
VI - Board of Directors
Section
1.
The Board of Directors shall consist of the officers, the chairs
and co-chairs of the Standing Committees, the immediate Past President,
and additional members as needed to bring the total membership
to no less than 10 nor no more than 20 persons.
Section 2. The President, with the approval of
the Executive Committee, shall appoint from the membership the
chairs and co-chairs of standing or temporary committees with
the exception of the nominating committee (see Article VII, section
3).
Section 3. The terms of office of the chairpersons
and co-chairpersons shall be two years. They may be re-appointed
for another term.
Section 4. The Volunteer Coordinator of the Library
shall serve as a member of the Board.
Section 5. When a vacancy exists on the Board
of Directors, nominations shall be made by sitting Board members
from the existing membership at large. Nominees shall be contacted
and asked if they are willing to serve. Nominations of persons
willing to serve shall be brought to the President to be included
on the Agenda and to be voted on at the next meeting. The President
shall inform the nominee of her/his election or non-election to
the Board and shall provide the new Board member with copies of
the Constitution and By-laws and of the Board membership list,
and shall add the new member to the mailing list and to the Friends
web page. A list of interested Friends members may be compiled
and kept by the Board for consideration when vacancies occur.
The Board may recruit persons interested in serving by placing
a request in the Newsletter. Persons on the list shall be contacted
when vacancies occur to confirm their continued interest in serving.
Article
VII - Committees
Section
1.
The standing committees shall be as follows: Membership, Program,
Newsletter, Publicity, Book Sale, and other special committees
as the Board of Directors shall designate.
Section 2. The President shall be an ex-officio
member of all committees except the Nominating Committee.
Section 3. The Nominating Committee, selected
by the Board of Directors, shall consist of a chairperson, an
ex-president, the Volunteer Coordinator and two other members
selected by the Board from the Members-at-Large.
Article
VIII - Meetings
Section
1.
There shall be an annual meeting of the organization in the month
of May to elect officers and to conduct such other business as
may be brought before the meeting.
Section 2. Notice of the annual meeting shall
be sent to the membership no less than two weeks in advance of
the meeting.
Section 3. Meetings of the Board of Directors
shall be held at least quarterly. Additional meetings shall be
determined by the Board of Directors.
Section 4. Meetings of the Executive Committee
shall be held at the call of the President.
Section 5. Special meetings of the Board of Directors
may be called by the President with five days advance notice.
Section 6. One half of the Board of Directors
shall constitute a quorum.
Section 7. All matters which come before the
membership shall be decided upon by majority of those present
and entitled to vote.
Article
IX - Fiscal Year
Section
1. The
fiscal year shall be from May 1 to April 30.
Section 2. An audit of the Treasurer's accounts
shall be performed annually by a professional accountant/accounting
firm. Appropriate government filing will be performed by the accountant/accounting
firm within the time period allowed by law. Results of the audit
will be reported in writing to the President before the next annual
meeting of the membership.
Article
X - Amendments
Section
1.
Amendments to this Constitution and by-laws may be made at any
meeting of the membership by a two-thirds vote of those present,
after notification in writing to each member at least two weeks
before the meeting at which the voting is to take place.
Article
XI - Parliamentary Procedure
Section
1.
The current edition of Roberts Rules of Order, when not
in conflict with the Constitution and by-laws, shall govern the
proceedings of the organization.
The Constitution
and by-laws were adopted by unanimous action of the Board of Directors
of the Friends of the Duluth Public Library on January 4, 1980.
Amended: April 30, 1981, April 26, 1984, April 29, 1986, April
16, 1996, May 2001, May 20, 2008
6/9/08
Duluth Public Library, 520 W. Superior St., Duluth, MN 55802
