Bylaws


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FRIENDS OF THE ENCINO-TARZANA BRANCH
OF THE LOS ANGELES PUBLIC LIBRARY

BYLAWS


ARTICLE I -- NAME

The name of this nonprofit volunteer organization shall be the "Friends of the Encino-Tarzana Branch of the Los Angeles Public Library." Actions and announcements may also be taken and made in the name of the "Friends of the Encino-Tarzana Library."

ARTICLE II -- GOVERNANCE

The Bylaws of the Friends of the Encino-Tarzana Branch of the Los Angeles Public Library shall be consistent with the policies of the Board of Library Commissioners of the Los Angeles Public Library.

ARTICLE III -- PURPOSE

The purposes of the Friends are to enhance community interest for the Library as a prime cultural and educational asset; to focus public attention on its resources and services; to encourage and receive gifts, endowments and bequests to the Library; to raise funds in support of the Library's collection, services, operations, and facilities; and to support and cooperate with the Library in developing library services and programs for the community.

The energies of this organization are directed primarily to the Encino-Tarzana Branch Library, 18231 Ventura Blvd., Tarzana, California 91356, and secondarily, to the Los Angeles Public Library system, of which it is a part.

ARTICLE IV -- LIMITATIONS

Any property, monies, or other items of value belonging to this organization or hereafter acquired is and shall be irrevocably dedicated to the herein described purposes, and no individual shall be entitled at any time, including dissolution, to receive any benefits from the property or accounts of the association. In the event of dissolution or the impossibility of performing the purposes herein described, the assets shall be distributed to the Encino-Tarzana Branch of the Los Angeles Public Library, to be used at the discretion of the senior librarian, or, if that branch no longer exists, then to other LAPL branch or branches in the San Fernando Valley, as recommended by the Board of Library Commissioners. The Library receiving the Friends assets shall be --an organization which is exempt under Section 23701D of the California Revenue and Taxation Code, or Section 501(c)(3) of the Internal Revenue Code.

ARTICLE V -- MEMBERSHIP AND DUES

Section 1. Members. Membership in this organization shall be open to any individual, family, association, organization, institution, or corporation interested in the purposes of this organization. Upon payment of dues, membership is active and considered in good standing.

Section 2. Dues and Classification. Membership dues and classifications shall be determined by the Board of Directors.

Section 3. Membership Year. The membership year shall begin January 1.

Section 4. Fiscal Year. The fiscal year shall begin January 1.

Section 5. Voting Privileges. Each individual, family, association, organization, institution, and corporation member, in good standing, shall be entitled to one vote on each matter submitted to a vote at any membership meeting.

Section 6. Termination of Membership. The failure to pay annual dues within the time limit set by the Board of Directors shall result in the forfeiture of membership and removal from the membership rolls.

ARTICLE VI -- MEMBERSHIP MEETINGS

Section 1. Annual Meeting. An annual membership meeting shall be called each year by the Board of Directors for the purpose of electing officers; receiving year-end reports of officers, committees, and auditor; announcing plans for the coming year; and such other business.

Section 2. Other Meetings. General membership meetings shall be called by the Board of Directors. Special membership meetings shall be called by the Board of Directors or upon the written request of twenty (20) or more members in good standing.

Section 3. Quorum. At any membership meeting, at least fifteen (15) members present, including a majority of the Board of Directors, shall constitute a quorum for the transaction of any business that may properly come before the meeting. The acts of a majority of the members present shall be the acts of all members, except that approval of at least 3/4 of the members present shall be required for (a) the assumption of a liability by the organization in excess of the organization's current assets less outstanding obligations; or (b) dissolution of the organization.

ARTICLE VII -- BOARD OF DIRECTORS

Section 1. Composition. The Board of Directors shall consist of the elected officers and appointed chairs of standing committees; all shall be members in good standing of the Friends. The Senior Librarian of the Encino-Tarzana Branch, or her designee, shall be an ex-officio, non-voting member of the Board.

Section 2. Authority. The Board of Directors shall serve as the governing body and shall have full power to conduct, manage, and direct the business and affairs of the organization.

Section 3. Meetings and Quorum. The Board of Directors shall meet at the call of the President or by the request of three or more Board members. The Board of Directors shall meet at least four (4) times each fiscal year, and the meetings shall be open to members. A majority of the Board members shall constitute a quorum. A majority of the Board members present at a Board meeting shall be required for a vote, unless otherwise provided herein.

ARTICLE VIII -- ELECTED OFFICERS

Section 1. Composition. Elected officers shall be the President, First Vice President, Second Vice President, Recording Secretary, Corresponding Secretary, Treasurer, and one Member-at-Large.

Section 2. Term of Office. Elected officers shall serve for a term of two (2) years. Elected officers may serve no more than two (2) consecutive terms unless the Board of Directors makes an exception and deems additional terms to be in the best interest of this organization.

Section 3. Removal From Office. Any Board of Directors member absent from three consecutive meetings, including both membership and Board of Directors meetings, may, at the discretion of the Board of Directors, forfeit the office. Prior to declaring a vacancy and upon written notice, the Board of Directors must notify the absent member of its intention, by written notice.

Section 4. Vacancies. In the event of a vacancy in any office, the President, with the approval of the majority of the Board of Directors, shall nominate a successor, to be voted upon at the next membership meeting, following two (2) weeks advance notice.

Section 5. Duties and Responsibilities

    a. President. President shall prepare the agenda and preside at all membership and Board of Directors meetings, serve as an ex-officio member of all committees except the Nominating Committee, represent the Friends at public meetings or designate an alternate, and perform the duties as prescribed by these Bylaws.

    b. First Vice President. In the absence of the President, First Vice President shall preside at meetings, act on the President's behalf, and assist the President as requested.

    c. Second Vice President. In the absence of the President and the First Vice President, Second Vice President shall preside at meetings, act on behalf of the President and First Vice President, and assist as needed.

    d. Recording Secretary. Recording Secretary shall take attendance and record the minutes at all meetings of the Board of Directors and the membership; maintain a current record of all main motions with continuing effect passed by the Board of Directors and membership; and maintain record books in which the Bylaws, standing rules, and minutes are entered, with any amendments to these documents properly recorded.

    e. Corresponding Secretary. Corresponding Secretary shall be responsible for distributing meeting notices and newsletters, and sending other correspondence that is not a function of officers or committees.

    f. Treasurer. Treasurer shall collect all revenues. Treasurer shall notify Membership Chair of dues-paying members; pay all bills approved by the Board of Directors; keep and maintain proper financial records for the fiscal year; and provide a Treasurer’s report at each meeting of the membership and Board of Directors, and prepare any tax documents required by city, state, and federal agencies.. An auditor, appointed by the Board of Directors, shall audit the Treasurer's books prior to the annual meeting.

    g. Member-at -Large. Member-at-Large shall assist the President, as requested.

ARTICLE IX -- COMMITTEES

Section 1. Standing Committees. Standing Committees shall be established by the Board of Directors, and may include the following: Book Sales, [Book Sales - delete 7/28/04] Bookstore, Communication/Telephone, Historian, Hospitality, Membership, Newsletter, Program, and Publicity/Outreach. Chairs of Standing Committees shall be appointed by the elected officers and shall vote as members of the Board of Directors. [amended 7/28/04]

Section 2. Ad Hoc or Special Committees. Ad hoc or special committees shall be established by the Board of Directors, as needed.

ARTICLE X -- NOMINATIONS AND ELECTIONS

Section 1. Eligibility. Any member in good standing for one (1) year shall be eligible to hold an elective office; the Board of Directors may make an exception to the one-year rule, when deemed in the best interest of the organization.

Section 2. Nominating Committee. A majority of the Board of Directors shall appoint a Nominating Committee composed of three (3) from the Board of Directors and two (2) from the general membership.

Section 3. Nomination Procedure. The Nominating Committee shall nominate candidates for the elected offices and shall present the slate to the membership prior to the annual membership meeting when elections are scheduled. Nominations from the floor shall be accepted at the annual meeting.

Section 4. Election. Election of officers shall take place at the annual membership meeting every other year. When there is only one (1) candidate for an office, the vote may be by voice vote. If there is more than one (1) candidate, the vote shall be by ballot.

Section 5. Assumption of Duties. Newly elected officers shall assume their duties at the beginning of the new fiscal year.

ARTICLE XI -- AMENDMENTS

The Bylaws may be amended at a membership meeting by a two-thirds majority of the members present, following at least thirty (30) days advance written notice to the membership.

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FRIENDS OF THE ENCINO-TARZANA BRANCH
OF THE LOS ANGELES PUBLIC LIBRARY

STANDING RULES

1. New projects shall have prior approval and monitoring by the Board of Directors.

2. Correspondence representing this organization shall be submitted in writing and approved in advance by the President or a Vice President.

3. Rosters of members shall not be given to agencies or organizations outside the Friends of the Encino-Tarzana Library. No member shall use or allow anyone else to use the roster for purposes other than organizational business or projects approved in advance by the Board of Directors.

4. Advance notice of a minimum of two (2) weeks shall be given for all membership meetings. Notice posted on the door of the Friends Room at the Library shall be considered advance notice. Such notice shall include an Agenda and Minutes of the previous meeting. Advance notice will include slate of officers when an election is planned.

5. Annual meetings shall be held during October or November of each year.

6. Committee chair shall serve for a term of two (2) years, and shall be renewed as designated by the Board of Directors or until their successors are appointed.

7. Types of Membership and Dues. Dues are due at the beginning of the fiscal year, January 1, and shall be considered delinquent April 1, after a reminder has been sent. The names of members who have not renewed shall be removed from the membership rolls. Payment of dues in November and December the last quarter of the membership year shall be considered payment for the new next year beginning January 1. The dues structure is:

Individual         $5.00
Family         $10.00
Contributing         $15.00
Supporting         $25.00
Sustaining         $50.00
Bookplate         $100.00
Organization         $100.00
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AMENDMENTS

July 28, 2004: Board recommend an amendment to the Friends Bylaws -- substituting "Bookstore" for "Book Sales" in Article IX, Committees, Section 1, Standing Committees. Dick Kazie made the motion, and Esther Bronner Rose seconded it. Motion passed - 10 for, 1 abstained.

October 27, 2004 The Standing Rules of this organization were amended with regard to dues structure. Linda Kleiger made a motion, Gail Sillman seconded - Motion passed by a vote of 9-4, as follows:

[Deleted 10/27/04]                   [Substituted 10/27/04]
$2.00         Senior                   Individual         $5.00
$3.00         Individual                   Family         $10.00
$5.00         Family                   Contributing         $15.00
$10.00         Contributing                   Supporting         $25.00
$25.00         Supporting                   Sustaining         $50.00
$50.00         Sustaining                   Bookplate         $100.00
                      Organization         $100.00
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[ Revised at Friends Annual Meeting, October 8, 2003 -- effective January 1, 2004 Amended July 26, 2004, and October 27, 2004 ]

 

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