CONSTITUTION

 

Article 1: NAME

The name of this organization shall be The Friends of the Haverford Township Free Library.

 

Article 2: MISSION

The mission of the Friends of the HTFL is to fundraise, promote, and advocate on behalf of the library.

 

Article 3: MEMBERSHIP AND DUES

3.1 – Any person interested in supporting the mission of the Friends may become a member upon completion of a membership application and payment of dues.

3.2 – The dues structure shall be recommended annually by the Board of Directors. The dues structure must be approved by the membership at the annual meeting.

3.3 – Categories of membership shall be set forth in the Bylaws.

 

Article 4: GOVERNANCE

4.1 – A Board of Directors will be the means of governing the Friends. It shall be elected by the membership. The number who serve on the Board of Directors shall be set forth in the Bylaws.

4.2 – The officers of the Friends shall be president, vice president, a secretary and a treasurer. They will constitute the Executive Committee. Each shall serve as a member of the Board of Directors. The president may appoint committees to assist in the governance of the Friends.

4.3 – The time and number of terms of office held by the Board of Directors and the Executive Committee will be set forth in the Bylaws.

4.4 – No Board member shall receive remuneration for service on the Board of Directors. When authorized by the Board, reimbursement may be made for travel and other out-of-pocket expenses in discharging official duties.

 

Article 5: MEETINGS

5.1 – A meeting of the general membership shall be held at least once a year.

5.2 – There shall be periodic meetings of the Board of Directors and the Executive Committee scheduled throughout the year.

5.3 – The date and frequency of the meetings as well as special meetings will be set forth in the Bylaws.

5.4 – The constitution may be amended at any general meeting of the Friends by a two-thirds (2/3) vote of the members present and voting provided that notice of the proposed amendment shall have been given at the previous meeting.

 

Article 6: DISSOLUTION

6.1 – Approval of dissolution of the Friends shall require the affirmative vote of at least two-thirds (2/3) of the members present and entitled to vote at the meeting, a quorum being present.

6.2 – The procedures to be taken regarding the vote of dissolution, the assets, funds, reactivation of the organization and records of the Friends will be set forth in the Bylaws.

 

BYLAWS

Article 1: MEMBERSHIP

1.1 – The Friends shall admit members at any time.

1.2 – The Categories of membership are as follows:

Copper, Bronze, Silver, Gold and Platinum

1.3 – The membership year of the Friends shall be from day of the month that the membership was purchased until the last day of that month in the following year.

1.4 – Privileges of making motions, debating, voting, holding office, serving as chair of standing and special committees or serving on committees shall be reserved for members.

 

Article II – OFFICERS AND DIRECTORS

2.1 – There shall be a minimum of nine members of the Board of Directors (which includes the four Officers) who shall be elected by the membership. The Board of Directors is responsible for all affairs and management of the Friends in accordance with the Bylaws. All officers are responsible to the Board of Directors.

2.2 – Members of the Board of Directors and Officers shall be elected at the annual meeting in the month of May.  They will assume office the month following the annual meeting. The term of office for members of the Board of Directors shall be for three years. The term of office for Officers shall be for two years.  There is no limit on the number of terms that a Board member may serve.

2.3 – For the initial election of members to the Board of Directors, one shall serve a one year term; two shall be elected for two years; and two shall be elected for three years.

2.4 – There shall be a nominating committee consisting of three to five members, one of whom shall be selected by the president from the Executive Committee, and the balance elected by the Board of Directors at the March meeting of each year. This nominating committee shall select its own chair immediately following the election. The nominating committee shall nominate one eligible person for each office to be filled and report its nominees at the annual meeting in May. Following the report of the nominating committee, an opportunity shall be given for nominations from the floor. Only those who have signified their consent to serve shall be nominated for or elected to such office.

2.5 – A vacancy occurring in any office shall be filled for the unexpired term by a person elected by a majority of the remaining members of the Executive Committee.

 

Article IIIDUTIES OF OFFICERS

3.1The President shall:

 

  1. Preside at all meetings of the Friends and the Executive Committee.
  2. Be a member ex-officio of all committees except the committee on nominations
  3. Perform such other duties as may be prescribed in these bylaws or assigned him/her by the Friends or by the Board of Directors.
  4. Shall appoint Chairs of Special and Standing committees, except as otherwise provided in the bylaws.
  5. Shall coordinate the work of the officers and the Board of Directors in order that the mission of the Friends may be promoted.
  6. Notify members of the Friends of scheduled meetings at least two weeks prior to the meeting and special meetings at least three days prior to the meeting.

3.2 – The Vice President shall:

  1. Perform the duties of the president in the absence or disability of that officer to act.
  2. Act as coordinator of various committee chairs as assigned by the president.
  3. Perform any duties as assigned by the president, the executive committee, or the membership.

3.3 – The Secretary shall:

  1. Keep an accurate record of all meetings of the Friends and of the executive committee and the board of directors.
  2. Keep an updated list of the membership with their addresses, available to the executive committee and committee chairs.
  3. Conduct the correspondence delegated to him/her.

3.4 – The Treasurer shall:

  1. Have custody of all funds of the Friends .
  2. Keep a full and accurate account of receipts and expenditures.
  3. Make disbursements in accordance with the approved budget, as authorized by the executive committee or the board of directors.
  4. Have checks signed by two persons, the treasurer and one other member of the executive committee.
  5. Present a financial statement at every meeting of the Friends and at other times when requested by the executive committee.
  6. Make a yearly report at the annual meeting.
  7. Receive and deposit all funds into the account of the Friends in such banks as the executive committee may direct.
  8. Keep a list of all paid members of the Friends and notify the executive committee of those who have membership has expired, as requested.
  9. Keep a record of all donations to the Friends and submit a list of such to the event chair for proper acknowledgment.
  10. The Treasurer shall, with the help of the person who maintains the Membership List (this person to be appointed by the Officers and the Board), be responsible for sending out dues notices before the end of the month preceding the date of the end of the membership.

3.5 -The treasurer’s account shall be examined by an auditing committee of not fewer than three members, who, satisfied, that the annual report is correct, shall sign a statement of that fact at the end of the report. The Executive Committee shall appoint the auditing committee at least one month before the annual meeting.

 

Article 4: EXECUTIVE COMMITTEE

4.1The duties of the Executive Committee shall be:

  1. To transact necessary business in intervals between Board of Directors meetings and meetings of the Friends.
  2. To create standing committees.
  3. To approve of work of the standing committees.
  4. Present a report at the general meeting of the Friends.
  5. Present reports to meetings of the Board of Directors.

 

ARTICLE 5: BOARD OF DIRECTORS

5.1 – The Board of Directors shall:

  1. Make all contracts and exercise general supervision and control over the officers of the Friends.
  2. Present a summary of its activities at the annual meeting of the Friends.
  3. Present to the Friends at each annual meeting an accurate statement of its financial condition.
  4. Adopt reasonable rules and regulations.
  5. Approve committee appointments.
  6. Declare vacant the seat of any member of the Board who has, without excuse, failed to attend three or more consecutive meetings.

5.2 – Ex-Officio Members

  1. The Director of the Haverford Township Free Library, or a designated staff member, shall serve as an ex-officio, non-voting member of the Board of Directors.

 

ARTICLE 6: MEETINGS

6.1 – The Board of Directors shall have regular meetings at such times and places as they may select, provided that the board should meet at least once every four months. A quorum of five members is needed to conduct business.

6.2 – Special meetings may be called at the direction of the president or at the direction of at least one board member. Notice of the time and place of meetings shall be given to each member of the board at least three days prior to the time of the meeting.

6.3 – The annual meeting shall be held in May where an annual report will be presented.

6.4 – Any member of the Friends can bring an issue to the Executive Committee. The president shall schedule presentation of the issue to the Board of Directors as soon as practical.

 

Article 7: AMENDMENTS

7.1 – These bylaws may be amended at any meeting of the Friends by a two-thirds (2/3) vote of the members present and voting provided that notice of the proposed amendment shall have been given at the previous meeting.

7.2 – A committee may be appointed to submit a revised set of bylaws as a substitute for the existing bylaws only by a majority vote at a meeting of the Friends , or by two-thirds (2/3) vote of the Board of Directors. The requirement for adoption of a revised set of bylaws shall be the same as in the case of an amendment.

 

Article 8: GENERAL POLICIES

8.1 – All projects should be undertaken with the full knowledge and approval of the Director of the Library.

8.2 – The staff members of the Library may act only in advisory capacities with Friends activities.

8.3 – Friends funds may not be integrated with the operating expenses of the Library, except as gifts designated for specific purposes.

8.4 – Any public relations work performed by the Friends on behalf of the Library shall be coordinated through the Director of the Library or a staff member designated by the Director.

8.5 – Voting Remotely

  1. Between Board or Executive Committee meetings, the Board can vote on actions to be taken using mail, telephone, e-mail, or other electronic means. Actions voted in this manner should be important and time sensitive.
  2. Any Board member can ask the President that a vote is taken between meetings. The request should be in the form of a motion and sent to the President either electronically or on paper. The President will determine if it is necessary and in the organization’s best interest to act on the requested motion before the next Board or Executive Committee meeting.
  3. The President or his/her designee will distribute the motion, using the method he/she thinks most effective, to all Board members along with instructions on how to reply and the deadline for voting. In case of telephone votes, the President or his/her designee will call every Board member and convey the same information.
  4. If possible, the deadline for voting should allow time for Board members to discuss the motion. It is important that all Board members have the opportunity to be included in the discussion. The motion cannot be amended.
  5. Whenever possible, individual Board members’ votes should be transmitted to all Board members.
  6. Immediately after the deadline, the President or his/her designee will tally the votes and inform the Board of the results. The motion will pass on approval by a majority of the Board.
  7. At the next Board meeting, the President will read the motion and the results of the vote so that it will be recorded in the minutes of the meeting. No further discussion or action is needed because the motion has already been approved.

Article 9: DISSOLUTION

9.1 – Approval of dissolution of the Friends shall require the affirmative vote of at least two-thirds (2/3) of the members present and entitled to vote at the meeting, a quorum being present.

9.2 – Only those persons who were members in good standing thirty (30) days prior to the date of dissolution shall be entitled to vote.

9.3 – Should the Friends fail to activate before the end of the annual year, its assets, funds and records shall be turned over to the Haverford Township Free Library to be held in escrow until the unit reactivates itself, a period not to exceed two (2). years.

9.4 – Should the Friends fail to reactivate itself during this two (2) year period, its funds and assets shall become the property of the Haverford Township Free Library for the express use of the library.

 

Adopted: March 25, 2003

Revised: December 2003

Revised: August 2015