Friends of Maxwell Memorial Library Bylaws
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Friends of Maxwell Memorial Library Bylaws
Article l: Name, Location, Authority and Purpose Section 1: The name of the organization is, “The Friends of Maxwell Memorial Library”, hereinafter referred to as the Friends. The business address of the Friends is: Friends of Maxwell Memorial Library, 14 Genesee St., Camillus, New York, 13031.
Section 2: Authority: The Friends group was granted a certificate of incorporation by the Board of Regents of the New York State Education Department on June 8, 1998. The Friends group was designated a 501(c)(3) non-profit organization by the Internal Revenue Service in May, 2011, enabling donors to take income tax deductions for their gifts to the Friends.
Section 3: Purpose The Friends shall maintain an association of persons interested in Maxwell Memorial Library, hereinafter referred to as the “Library”. The Friends purpose is to support and help fund Library programs, collections, and materials not covered by the library’s budget. The Friends shall promote public interest in the Library and its future. The Friends shall be governed by its own Executive Committee and bylaws, manage its own assets, and maintain its records separate from those of the Library.
Article 2: Membership
Section 1: Membership Eligibility and Dues Any person eighteen (18) years of age or over may become a member of the Friends by completing a membership form. Annual membership dues donations may be instituted. The membership year shall run from January 1 to December 31. New memberships from September 1 to December 31 may be applied to the next year’s membership. The current schedule of dues donations is located in the Friends brochure. The Friends shall have the option of sponsoring a Junior Friends group for those under 18 years of age.
Section 2: Privileges Membership in the Friends entitles the member to attend all general meetings and Friends’ events. Each member will have one (1) vote on motions presented at Friends’ meetings. While the Friends may have several classes of membership to recognize different levels of contribution, each member shall have one (1) vote on any matters before the general membership.
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Section 3: Confidentiality
The Friends’ will keep a current list of all members. Members’ personal information will not be shared with any person, commercial entity, or organization without a subpoena. Personal information includes name, addresses, phone number, donations to the Friends (e.g. dues). Members of the Friends may give permission to have their information shared within the Friends group.
Section 4: Non-discrimination In all of its dealings, neither the Friends nor its duly authorized agents shall discriminate against any individual or group for reasons of race, color, creed, sex, age, ethnicity, national origin, marital status, sexual preference/orientation, mental or physical disability, or any category protected by law.
Section 5: Library Director The Library Director shall be invited to attend general meetings as a guest.
Section 6: Library Board of Trustees Liaison The Board of Trustees shall be invited to appoint a Library trustee to serve as liaison between the Board of Trustees and the Friends.
Section 7: Guests Guests include, but are not limited to, the Library Director, The Board of Trustees liaison, and those invited by a member to attend a general meeting. Guests shall not have voting rights.
Section 8: Honorary Members The Executive Committee may name honorary members at its discretion. Honorary members will not be asked to pay membership dues. Honorary members will not have voting rights. Article III: Organization Section 1: Officers, Term of Office, and Vacancy Procedure Officers of the Friends shall be President, Vice-President, Secretary, and Treasurer. The officers may have two Co-Presidents in place of President and Vice President. The officers shall be elected by the membership of the Friends at its annual meeting. No member of the Library’s Staff or Board of Trustees may serve concurrently as an officer of the Friends.
The term of all offices shall be one (1) years. Terms of office begin on January 1 and end on December 31. In the event of a vacancy occurring between annual meetings, the remaining officers shall fill this vacancy until the next annual meeting when voting for that position shall take place.
Section 2: Executive Committee The Executive Committee shall be the governing body of the Friends. The Executive Committee shall be constituted as follows:
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1) Current officers of the Friends shall be voting members of the Executive Committee.
2) The President and Vice President of the Friends whose terms have just completed shall be voting members of the Executive Committee for the following term.
3) Directors of Standing Committees
Section 3: Directors of Standing Committees There may be six (6) standing committees: Membership, Fund-Raising, Publicity, Hospitality, Outreach, and Nominating. The President shall be a voting member on all committees. Officers of the Friends may chair committees. Each committee may be responsible for developing its operating guidelines. 1) Membership: This committee shall be responsible for collecting annual dues from existing members and soliciting new members. This committee will also establish, and maintain a current list of members.
2) Fund-Raising: This committee shall be responsible for developing and carrying out a strategy for raising additional funds other than dues for support of the Library. These activities may include, but are not limited to, a geranium sale, garage sale, drawings, sales of merchandise, and events. The Chair shall coordinate these activities with the Friends’ Executive Committee and the Library Director to insure that fund-raising events do not conflict with Library events.
3) Publicity: This committee shall be responsible for publicizing Friends’ activities.
4) Hospitality: This committee shall be responsible for organizing and implementing receptions, and other social events as needed.
5) Nominating: This committee shall prepare a slate of officers for submission to the membership at least ten (10) days before the annual meeting when the vote shall take place. Additional nominations may be made from the floor at the meeting and the election of officers shall follow immediately. In the case of a contest for any office, voting shall be by secret ballot.
Section 4: Ad-hoc Committees The President shall appoint ad-hoc committees as the need arises. Any member of the Friends may suggest such committees. An ad-hoc committee shall serve until its purpose has been fulfilled, or it is discharged by the President.
Article IV: Duties
Section 1: Duties of Officers The officers of the Friends and their duties shall be as follows:
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1) President: The President shall preside at all meetings of both the Executive Committee and the full membership, appoint all standing committees and ad-hoc committee chairs, and sign any official documents. The President shall be a voting member of all committees. The President shall be a signatory for checks issued by the Friends.
2) Vice-President: The Vice-President shall perform the duties of the President in the absence of the President or in the event of the President’s inability to act. The Vice-President shall be a signatory for checks issued by the Friends.
3) Secretary: The Secretary shall record the attendance at all meetings, take the minutes of all meetings, and present them at the next meeting. The Secretary shall be responsible for correspondence. The Secretary may be a signatory for checks issued by the Friends. 4) Treasurer: The Treasurer or designee shall: a. receive all monies belonging to the Friends and deposit same. b. present financial reports at Executive Committee meetings, and at any time the President requests them and keep a file of these reports for auditing purposes. c. prepare all documents necessary for compliance with government regulations and requirements. d. keep petty cash on hand, not to exceed $100.00. e. be a signatory for checks issued by the Friends. f. disburse funds, up to $200.00 per disbursement, for Friends’ operating expenses. The Friends has its checking account at Solvay Bank, Camillus, NY, 13031.
Section 2: Duties of Executive Committee The Executive Committee shall meet at times called by the President. At these meetings, the Committee shall review financial reports, authorize the disbursement of funds, hear reports from standing and ad-hoc committees, affirm or modify strategic and operating plans, and address any other related matters.
Article V: Funds
Section 1: Maintenance and Disbursement All funds accrued by the Friends shall be deposited into the accounts of the Friends of Maxwell Memorial Library and shall be disbursed by the Treasurer of the Friends as authorized by the Executive Committee. Friends’ funds supplement the Library’s operating budget to provide materials, programs, and equipment that enhance the Library’s service. These funds should not replace monies that are normally provided for Library operations. Funds will be disbursed after conferring with the Library Director. Section 2: Fiscal Year The fiscal year for the Friends shall be January 1 to December 31.
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Section 3: Insurance The Friends will be covered by its own liability insurance. Other types of insurance may be purchased as deemed necessary by the Friends.
Article VI: Provisions
Section 1: Dissolution Provision In the event of the dissolution of the Friends, and after all obligations have been satisfied, no remaining funds or property of the Friends shall accrue to the benefit of any individual, officer, or member of the Friends, but shall revert to the Maxwell Memorial Library.
Section 2: Non-inurement Provision No part of the net earnings of the Friends may inure to the benefit of any member, trustee, director, or officer of the Friends or to any private individual. (However, reasonable compensation may be paid for services rendered to or for the Friends organization.) No member of the Friends, or any private individual will be entitled to share in the distribution of any of the assets upon dissolution of the Friends.
Section 3: Restrictive Legislation Provision The Friends organization will not devote more than an insubstantial part of its activities to attempting to influence legislation by propaganda or any other means, nor will the Friends directly or indirectly participate or intervene in any political campaign on behalf of, or in opposition to, any candidate for public office (including the publishing or distribution of statements).
Section 4: Restrictive Purposes and Activities Provision The Friends organization is organized for the following purposes: To support and help fund Library programs, collections, and materials not covered by the library’s budget. The Friends will promote public interest in the Library and its future. The Friends will not carry on any activities that are not allowed by organizations exempt under section 501(c)(3) of the IRS. In the event of a conflict between the Charter and these Bylaws, the Charter shall govern.
Article VII: Meetings
Section 1: Annual / Organizational Meeting The annual meeting of the Friends shall be held between January 1 and June 30 of the fiscal year to hear and receive the annual reports of the officers and chairs of the committees, to elect officers if necessary, and to handle any other business brought before the membership. Announcement of the meeting shall be made at least two (2) weeks in advance of the meeting. Section 2: General Meetings With the exception of December and July, there shall be general monthly meetings. Announcement of general meetings shall be made at two (2) weeks in advance
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of the meeting. General meetings may be canceled by the Executive Committee due to illness, weather conditions, or other unforeseen circumstances.
Section 3: Quorum A simple majority of the Executive Committee shall constitute a quorum.
Section 4: Rules of Order Robert’s Rules of Order, latest revised edition, shall be observed.
Article VIII: Amendment Procedures
Section 1: Proposing Amendments Amendments to these by-laws shall be proposed by the membership or by the Executive Committee of the Friends. Amendments proposed by members must be mailed to the Executive Committee of the Friends of Maxwell Memorial Library, 14 Genesee St., Camillus, NY, 13031 at least fourteen (14) days prior to the annual meeting or general meeting in order to be included on the agenda for that meeting.
Any proposed amendments shall be made available to the membership seven (7) days prior to the annual meeting or special meeting.
Section 2: Amendment Approval Proposed amendments shall become effective when approved by two-thirds of the members present and voting at the meeting.
Article IX : Filing of Bylaws
Section 1: A copy of the bylaws shall be kept at the library. Section 2: Each member of the Executive Committee shall have a copy of the bylaws. Section 3: Members shall have a copy of the bylaws upon request.
updated 06-25-2021: "Announcement of general meetings will be made two weeks in advance."
December 30, 2020
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Conflict of Interest Statement for Board Members of The Friends of Maxwell Memorial Library December 30, 2020
No board member or board committee member, or any member of his/her family should accept any gift, entertainment, service, loan, or promise of future benefits from any person who either personally or whose employees might benefit or appear to benefit from such board or committee member’s connection with the Friends of Maxwell Memorial Library, unless the facts of such benefit, gift, service, or loan are disclosed in good faith and are authorized by the board. Board and committee members are expected to work out for themselves the most gracious method of declining gifts, entertainment, and benefits that do not meet this standard. No board or committee members should perform, for any personal gain, services to any Friends of Maxwell Memorial Library supplier of goods or services, as employee, consultant, or in any other capacity which promises compensation of any kind, unless the fact of such transaction or contracts are disclosed in good faith, and the board or committee authorizes such a transaction. Similar association by a family member of the board or committee member or by any other close relative may be inappropriate. No board or committee member or any member of his/her family should have any beneficial interest in, or substantial obligation to any Friends of Maxwell Memorial Library supplier of goods or services or any other organization that is engaged in doing business with or serving the Friends of Maxwell Memorial Library unless it has been determined by the board, on the basis of full disclosure of facts, that such interest does not give rise to a conflict of interest. This policy statement is not intended to apply to gifts and/or similar entertainment of nominal value that clearly are in keeping with good business ethics and do not obligate the recipient. Any matter of question or interpretation that arises relating to this policy should be referred to the president for decision and/or for referral to the board of directors for decision, where appropriate.
I have received, read and understand fully the Conflict of Interest Statement and will comply with the statement by bringing any potential conflict of interest situations to the board for consideration.
Date__________________________
Signature ______________________________
Signature ______________________________