Current BYLAWS (Revised:...March 22, 2015)

[Posted 01/17/2021]

THE FRIENDS OF THE NEWARK FREE LIBRARY BYLAWS

Article I. Name

The name of this non-profit, tax-exempt organization shall be THE F​RIENDS OF THE NEWARK FREE LIBRARY.

Article II. Purpose

The purpose of this organization shall be to promote knowledge of the function, resources, services and needs of the Newark Free Library; to receive and encourage gifts, endowments and bequests to the Newark Free Library; to support and cooperate with the Library in developing library services and facilities for the greater Newark, Delaware area.

Article III. Membership and Dues

Section 1. Membership in the association shall be open to all persons or organizations that are interested in its purpose.

Section 2. Each organization and individual member shall be entitled to one vote.

Section 3. Dues shall be payable annually. Membership year is January – December. The board of directors will determine dues.

Article IV. Officers and Directors

Section 1. Officers and director nominations shall be submitted in writing to the membership with the consent of the nominees at least two weeks prior to the Annual Meeting. Additional nominations may be made one-week (7) days prior to the Annual Meeting.

Section 2. The officers of this organization shall be president, vice-president, treasurer, recording secretary and corresponding secretary. There shall be six to ten at large directors who shall perform such duties as requested by the president. The board size will be 11-15 officers and directors.

Section 3. Officers and directors shall be elected for a term of two years by a majority vote of those present at the annual meeting. Whenever possible, president, treasurer, and recording secretary will be elected in even years and the vice-president and corresponding secretary in odd years. Whenever possible, half of the at-large board members shall be elected in odd years and half of the at large board members elected in even years.

Section 4. The officers may serve a maximum of three terms as an officer. After serving a maximum four terms, a board member shall not be nominated again unless one year has elapsed between the end of the term served and the beginning of the new term for which he/she is nominated.

Section 5. Vacancies shall be filled by appointment by the board president with board approval until the next regular annual meeting. A person who has served more than half a specific term shall be considered to have served the full term for the purpose of determining eligibility to serve an additional term.

Article V. Duties of Officers

Section 1. The president shall preside over and conduct meetings, appoint all committees with board approval and serve as an ex-officio member of all committees except the nominating.

Section 2. The vice-president shall perform such duties as requested by the president, and shall serve as president in the absence of the president.

Section 3. The recording secretary shall record official minutes and maintain records of the organization in the Friends central file at the Newark Free Library. The recording secretary, with the president as backup, shall be the records collector and maintain the relationship with the University of Delaware Archives. The recording secretary is responsible for assuring that notices are issued for membership meetings.

Section 4. The treasurer shall keep and maintain the financial records of the organization provide finance reports to the board at least four times a year and to the membership at the annual meeting. The treasurer shall be bonded and shall make disbursements as authorized by board. The treasurer shall file the required IRS reports at the conclusion of the fiscal year. The fiscal year is June 1-May 31.

Section 5. The corresponding secretary is responsible for acknowledging all contributions and other correspondence as requested by the president.

Article VI. Board

Section 1. The board shall consist of the officers and directors of the organization. The librarian and a representative of the County Library Advisory Board shall serve as ex-officio member of the board.

Section 2. At least six meetings of the board shall be held annually.

Section 3. A majority of the board shall constitute a quorum.

Article VII. Nominating Committee

Section 1. There shall be a nominating committee of three members. They shall be appointed by the president and approved by the board of directors. Members may serve no more than one two-year term.

Section 2. The president from among the nominating committee members shall appoint the chair.

Section 3. The responsibility is to present to the membership a single slate of nominees for officers and board members at large at least 14 days prior to the annual meeting.

Article VIII. Committees

Section 1. The board of directors may establish standing committees, special committees and/or task groups.

Section 2. The board chair shall appoint the chair and members of the committees with approval by the board.

Article IX. Meetings

Section 1. An annual meeting shall be held in the spring no later than May 31 on a date to be determined by the board. Members shall be notified in writing at least two weeks prior to the meeting.

Section 2. A special meeting of the organization may be called by a majority of the board. Members should be notified in writing at least one week prior to the meeting.

. Article X. Fiscal Responsibilities of the Board of Directors

Section 1. Fiscal year: The fiscal year is June 1- May 31. If a change is made, it must be reported to the IRS.

Section 2. Contributions: Any contributions, bequests, and gifts made to the Friends shall be accepted or collected as authorized by the board of directors.

Section 3. Depositories: All funds of the Friends shall be deposited to the credit of Friends under such conditions and in such banks as shall be designated by the board of directors.

Section 4. Approved Signatures: Approvals of signatures necessary on contracts, checks, and orders for the payment, receipt, or deposit of money and access to securities of the friends shall be provided by resolution of the Board.

Section 5. Budget: The board of directors shall approve the annual budget of estimated income and expenditures. No expense shall be incurred in excess of the total budget without prior approval of the board.

Section 6. Audit: An audit shall be performed within three months of the close of the fiscal year.

Section 7. Financial Reports: A summary report of the financial operations of the Friends shall be made annually to the membership and to the public if requested.

Section 8: In the event of dissolution of this organization, the assets shall be given to the Newark Free Library or other tax-exempt organization, preferably relating to libraries.

Article XI. Restrictions

Section 1. The net income of the organization shall not insure in whole or in part to the benefit of any individual.

Section 2. The organization shall not by a substantial part of its activities attempt to influence legislation by propaganda or otherwise.

Section 3. The organization shall not participate or intervene in a political campaign on behalf of any candidate for public office.

Article XII. Amendments

Amendments to these by laws may be made at any meeting of the general membership by a two-thirds vote of those present, after notification in writing to each member at least two weeks prior to the meeting at which time the voting is to take place.

Section 1. Fiscal year: The fiscal year is June 1- May 31. If a change is made, it must be reported to the IRS.

Section 2. Contributions: Any contributions, bequests, and gifts made to the Friends shall be accepted or collected as authorized by the board of directors. 

Section 3. Depositories: All funds of the Friends shall be deposited to the credit of Friends under such conditions and in such banks as shall be designated by the board of directors.

Section 4. Approved Signatures: Approvals of signatures necessary on contracts, checks, and orders for the payment, receipt, or deposit of money and access to securities of the friends shall be provided by resolution of the Board. 

Section 5. Budget: The board of directors shall approve the annual budget of estimated income and expenditures. No expense shall be incurred in excess of the total budget without prior approval of the board.

Section 6. Audit: An audit shall be performed within three months of the close of the fiscal year.

Section 7. Financial Reports: A summary report of the financial operations of the Friends shall be made annually to the membership and to the public if requested.

Section 8: In the event of dissolution of this organization, the assets shall be given to the Newark Free Library or other tax-exempt organization, preferably relating to libraries.

Article XIII. Parliamentary Procedure

The rules contained in the most current Robert?s Rules of Order shall be the parliamentary authority governing the meetings of the board and membership subject to the laws of the state, these bylaws and any special rules of order adopt this organization.