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Revised and Adopted October 12, 2020

Bylaws of the Argyle Free Library

Article I—Name

1. This organization is and shall be known as the Argyle Free Library existing by virtue of the provisions in the Absolute Charter Number 13047 granted by the Regents of the State University of the State of New York on June 28, 1974, and exercising the powers and authority and assuming the responsibilities delegated to it under the said charter.

Article II—Purpose

1. The Argyle Free Library is operated to provide library services for the residents of the Town and Village of Argyle as well as the residents of the Argyle Central School District. These services are to be free of charge except for library fines for overdue materials as well as a charge for lost, damaged or destroyed library materials.

Article III—Management

1. The business and affairs of the Argyle Free Library shall be managed and conducted by a Board of Trustees comprised of 9 voting members. New Trustees are appointed by the current board of Trustees for a term of three years and will receive an orientation packet.

2. The terms of the members of the Board of Trustees shall end on the date of the annual meeting of the third year following appointment unless the Trustees shall have resigned or otherwise terminated membership on the Board.

3. Vacancies, which occur for other than reasons of expiration of term, shall be filled for the balance of the current year, with permanent appointment to be made at the following annual meeting. Vacant positions are not optimal, but are acceptable. Trustees who shall fail to attend three consecutive regular meetings of the Board shall be deemed to have resigned as a Trustee and the vacancy shall be filled at the regular meeting.

4. The Board of Trustees may, in its discretion, by affirmative vote of two-thirds (2/3) of its members, remove any trustee when such action is deemed to be in the best interest of the organization.

5. No part of the net earnings of this organization shall be to the benefit of any member, trustee, director, officer of the organization, or any private individual (except that reasonable compensation may be paid for services rendered to or for the organization). And no member, trustee, director, officer of the organization or private individual shall be entitled to share in the distribution of any assets on dissolution of the organization.

6. No substantial part of the activities of this organization shall involve carrying on propaganda, or otherwise attempting to influence legislation, neither shall the organization participate in, nor intervene in (including the publication or distribution of statements) any political campaign on behalf of any candidate for public office.

7. Notwithstanding any other provisions of these laws, this organization is organized exclusively for literary and educational purposes, as specified in Section 1116(a)(4) of the New York State Sales and Use Tax Law and shall not carry on any activities not permitted to be carried on by an organization exempt from sales and use taxes under Section 1116(a)(4) of the New York State Sales and Use Tax Law.

Article IV—Officers

1. The officers of the Board of Trustees shall be elected at the Annual Meeting and shall consist of a President, a Vice-President, a Secretary and a Treasurer, elected from among the Board of Trustees.

2. Officers shall serve a term of one year from the Annual Meeting from which they were elected and until their successors are duly elected.

3. A nominating Committee shall be appointed by the President to designate a slate of officers at the Annual Meeting. Additional nominations may be made from the floor. The vote for officers shall be by secret written ballot if two or more Trustees have been nominated for the same office.  

4. The President shall preside at all meetings of the Board, authorize calls for any special meetings, appoint committees, execute all documents authorized by the Board, serve as ex-officio voting member of ALL committees, and generally perform all duties associated with that office. The president or designated board representative shall also have the authority to make decisions for the board in case of an emergency (storm, natural disaster, fire or other catastrophic event).

5. The Vice-President, in the event of the absence or disability of the President, or of a vacancy in the office, shall assume and perform the duties and functions of the President.

6. The Secretary shall keep a true and accurate record of all the meetings of the Board, shall issue notices of all regular and special meetings, and shall perform such other duties as are generally associated with that office.

7. The Treasurer shall keep track of all financial information and perform such duties as are generally associated with that office and in compliance with state regulations. The Chair of the Finance Committee shall also be appointed by the board to act as Treasurer when the Treasurer is unavailable. The Chair of the Finance Committee will be a second signatory for checks above $1,000.00, except for routine payroll checks.

8. Any document that has Board approval/signature needs to be reviewed by at least one other Board member before submission to any outside agency, vendor or other entity.

Article V—Meetings

1. The Board of Trustees shall hold regularly scheduled meetings of, minimally, 6 times per year. The Annual Meeting will be the first meeting of the year. The Secretary thereof shall send notice to all Trustees and committee chairs at least one week prior to the Annual Meeting, and a public notice shall be put in public media. Page 4 of 9 Revised and Adopted October 12, 2020

2. Special meetings may be called by the Secretary at the direction of the President, or the request of at least a third of the Trustees, for the transaction of business as stated in the call of the special meeting.

3. A quorum for the transaction of business at any meeting shall consist of five members of the Board in person. In the absence of a quorum, the Trustees present may adjourn the meeting to a date determined, and a written notice thereof sent to all Trustees.

4. The director shall attend all meetings, may participate in the discussion and offer professional advice, but is denied a vote upon any question.

Article VI—Committees

1. In addition to the Nominating Committee, the President shall appoint other committees as the business of the Board may require from time to time. These committees shall consist of one or more members and shall be considered to be discharged upon completion of the term of the President.

2. A Building Committee shall periodically inspect the physical plant of the Library and report important matters to the Board with recommendations for improvements of any faults found.

3. A Finance Committee shall have general supervision over the Annual Fund Drive and any special fund-raising events. The Finance Committee shall also review all financial records annually, including income and expenses, bank statements, and invoices.

4. The Friends Committee of the Argyle Free Library will operate as a committee of the Library Trustees. They shall select officers: Chair, Vice Chair, and Secretary. Their funds will be held in a separate checking account under the control of the Library Trustees, who will approve all spending. The Friends Committee will do business under their own bylaws, as attached to this document. A Memorandum of Understanding, reviewed and amended annually, will be maintained between the Library Director, the Trustees, and the Friends Committee.

5. All committees shall make a progress report to the Board at each of its meetings

Article VII—Director

1. The Board shall appoint a qualified Library Director or Librarian who shall be the executive and administrative officer of the Library on behalf of the Board and under its review and direction. The Director shall be responsible for maintaining a positive relationship between the Library and the community the library serves.

2. The Director shall recommend to the Board the appointments of the staff and shall specify the duties of the Library employees. No appointments, promotions or dismissals shall be made without this recommendation.

3. The Director is responsible for the direction of the staff, for an adequate and proper selection of books in keeping with the stated policy of the Board, for the efficiency of services to the public, and for the operation within budgeted appropriation.

Article VIII—Dissolution Provision

1. In the event of dissolution, all of the remaining assets and property of this organization shall after necessary expenses thereof be distributed exclusively for the purposes of the organization in such manner, or to organization or organizations organized and operated exclusively for charitable, educational, religious or scientific purposes as shall at that time qualify as an exempt organization or organizations under Section 1116(a)(4) of the New York State Sales and Use Tax Law, as the governing body of the organization shall determine.

2. As provided under the Bylaws for The Friends of the Library, when the Friends of the Library dissolves, the funds kept for the Friends of the Library shall revert to the library and shall be included in the actions of dissolving the library.

Article IX—Amendments

1. The Board may amend these by-laws by a majority vote of all members provided notice of the amendment has been sent to each member of the Board prior to a meeting.

2. The by-laws shall be reviewed by the board every 3 years.