Constitution

As approved by the membership at its annual business meeting in Hot Springs, Arkansas on September 26, 1976 and as amended at its annual business meeting:

Place

Date

Little Rock, Arkansas

October 4, 1979

Little Rock, Arkansas

October 3, 1981

Little Rock, Arkansas

September 12, 1982

Little Rock, Arkansas

September 25, 1983

Little Rock, Arkansas

November 4, 1985

Fayetteville, Arkansas

November 3, 1987

Little Rock, Arkansas

November 1, 1988

Little Rock, Arkansas

October 1, 1991

Hot Springs, Arkansas

October 12, 1993

Hot Springs, Arkansas

October 11, 1994

Fort Smith, Arkansas

October 16, 1995

Little Rock, Arkansas

October 12, 1999

Springdale, Arkansas

October 10, 2000

Fort Smith, Arkansas

September 30, 2003

Rogers, Arkansas

October 7, 2008

Little Rock, Arkansas

September 27, 2011

Springdale, Arkansas

October 16, 2012

Hot Springs, Arkansas

October 8, 2013

Hot Springs, Arkansas

October 7, 2014

This constitution and these bylaws replace all previous versions for governing the affairs of the Association and will become effective January 1 of the year after the vote has taken place.

Article I

Name
The name of this Association shall be the Arkansas Library Association.

Article II

Purpose
The purpose of the Association shall be to promote library service and the profession of librarianship in the State of Arkansas.

Article III

Articles of Organization

Section 1. The Association shall devote a major part of its activities to further its purpose, within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986.

Section 2. Its assets shall be distributed solely for the furtherance of the purpose of the organization.

Section 3. In the event of the dissolution of the Association, its assets shall be distributed for one or more of the exempt purposes specified in section 501(c)(3) of the Internal Revenue Code of 1986.

Article IV

Membership in Other Organizations

Section 1. The Association shall hold a chapter membership in the American Library Association and shall be represented by a Councilor or Councilors elected to the American Library Association Council in accordance with provisions of the Constitution of that Association.

Article V

Membership

Any person, library, or other organization interested in library science, librarianship, and the purpose of the Association may become a member upon payment of dues or upon being granted an honorary membership as provided for in the Bylaws.

Article VI

Administration and Organization

Section 1. Administration

A. The business of the Association shall be administered by an Executive Board, an Executive Committee, and any standing or ad hoc committees or representatives as may be required and have been appointed by the President and approved by the Executive Board. Members may attend meetings of the Executive Board and any committees either in person, or by electronic tele-presence.

B. Authority for policies, expenditures, and administration of the Association shall be vested in the membership unless otherwise specified in the Constitution.

C. No policy, expenditure, or action of the Association or any of its parts shall be contingent on policy, expenditure or action of any other body.

Section 2. Officers

A. The officers of the Association shall consist of a President, Vice-President/President-Elect, Secretary/Treasurer and ALA Councilor. Terms of office shall be one year, with the exception of the Secretary/Treasurer who shall serve a term of two years, and shall begin at the first meeting of the Executive Board following the election or on January 1, whichever comes first. ALA Councilor will serve a three year term beginning the morning after election results are announced, in accordance with ALA procedures. Officers shall serve until their successors are duly elected and assume office. The Officers shall perform the duties prescribed by the ArLA Manual. All officers must be Association members.

B. Nomination and election of officers.

1. One or more eligible candidates who hold personal membership shall be proposed by the Nominating Committee for each elected office. A report of the Nominating Committee shall be submitted to the President no later than July 1 before the annual meeting. Consent of all nominees shall be secured prior to nomination.

2. A majority of the votes cast by personal members shall constitute election. The election shall be open until 3 p.m. on the 2nd day of the annual conference. An exact voting schedule shall be established by the Executive Board and made available at conference registration. The President shall appoint three tellers to conduct the election, count the vote, and give a report at the general membership meeting of the annual conference.

3. A special election will be held if there is not an annual meeting. The Executive Administrator shall prepare a ballot of the nominees for the election of officers and shall mail it to all personal members of the Association. Ballots must be returned at a specified date not later than one month after the time set for the annual meeting. The Executive Administrator shall count the ballots with the assistance of two tellers appointed by the President. The candidate receiving the largest number of votes shall be elected and the Executive Administrator shall immediately notify the President of the tabulated results. The President in turn shall announce the results in the official publications of the Association.

C. Vacancies and appointments

1. If the office of the President becomes vacant, the Vice-President/President- Elect shall serve as President for the remainder of the unexpired term and shall continue in office for the full succeeding term for which he/she was elected.

2. If the office of the Vice-President/President-Elect becomes vacant the Executive Board shall elect a Vice-President from nominations submitted by the Executive Board members to serve for the remainder of the unexpired term as well as President the following year.

3. If a vacancy occurs in any other elected office the Executive Board shall have the power to fill the vacancy. An officer selected by the Executive Board shall serve only for the remainder of the unexpired term unless nominated and elected by the membership for the succeeding term.

Section 3. Executive Board

A. The Executive Board consists of the elected officers of the Association, the immediate Past-President, the American Library Association Councilor, the Division chairs and the Round Table chairs and standing committee chairs as voting members. Ad hoc committee chairs may be given voting rights at the discretion of the board. The Executive Administrator shall be an ex-officio member without a vote.

B. The Executive Board shall be responsible for all business affairs of the Association and act for the Association in intervals between meetings of the Association.

C. The Executive Board shall fill vacancies in Association offices as provided by Article VI, Section 2c, approve all committee chair appointments, approve budget, assist in planning and arranging for the official meetings, authorize the establishment and the dissolution of divisions and round tables as specified in Article IX, and accept, create or establish any other activities, functions or services within the Association that it deems advisable provided that such action is submitted to the membership for approval at the next annual meeting.

D. Meetings of the Executive Board as necessary to transact business of the Association shall be called by the President who will designate time and places of the meetings. Upon written notification of the entire Board, a simple majority of voting members of the Board including the President or the President’s designee shall constitute a quorum.  Such notification shall specify time, place and purpose of the meeting. Board meetings are open to members of the Association as observers unless otherwise specified.

E. The Executive Committee of the Executive Board shall serve as an advisory group to the president, to the Executive Administrator, and to the Executive Board, and in case of emergency, it may act on behalf of the Executive Board. The Executive Committee shall be composed of the President, Vice-President/President-Elect, Past President, Secretary/Treasurer, and the ALA Councilor. The Executive Administrator shall serve as ex-officio member without a vote. The Committee shall meet upon call from the President who will designate the times and places of meetings.

Section 4. Committees of the Association

A. Standing committees of the Association shall perform the duties prescribed in the Association’s Manual. The Standing Committees are: Awards, Conference, Constitution, Emerging Leaders, Finance, Future Conference Site, Intellectual Freedom, Journal Editors, Legislative, Marketing, Membership/New Members, Nominating, Public Relations, Scholarship, and Web Services.

1. All committee members must be Association members.

2. The Standing committees shall consist of not less than two members.

3. The President shall appoint the chair and, in cooperation with the chair, appoint the members to each committee each year. No member may be appointed for more than three consecutive terms.

4. In the event of a vacancy, the President shall appoint a replacement.

5. All appointments of standing committee chairs shall be with the approval of the Executive Board.

B. The number of Association standing committees on which a member may serve is limited to three with the exception of those committee memberships, which are made up by the virtue of the office held. The number of Association standing committees a member may chair is limited to one with the exception of those committee memberships which are made up by the virtue of the office held.

C. All committee chairs shall prepare a written report to be given at the Annual Business meeting. A copy of the report will be given to the Secretary/Treasurer to be filed with the minutes. Interim reports will be made when requested by the President.

D. Budget requests for committee activities and expenses shall be considered as specified in the ArLA Manual.

E. Ad hoc committees may be appointed by the President as needed to perform definite assignments of limited duration. Committees whose work extends beyond the term of the President who appoints them will be subject to reappointment or replacement by the incoming President.

Section 5. Executive Administrator

The Executive Administrator shall be contracted by the Executive Board and shall serve at its pleasure until the contract is terminated by either party following at least thirty days written notice. Duties and salary shall be governed by the Executive Board.

Article VII

Meetings

Section 1. Annual Meeting

A. An annual meeting of this Association shall be held in the fall at a time and place determined by the Executive Board.

B. In time of emergency an annual meeting may be canceled or discontinued for one or more years by vote of the Executive Board.

Section 2. Special Meetings

Special meetings of the Association may be called by the Executive Board and must be called by the President upon written request or petition of fifty members of the Association. Only business specified in the call for the special meeting may be transacted.

Section 3. Notice of Meetings

A notice for the annual and any special meeting shall be mailed to each member of the Association at least thirty days before the time of the meeting. In case of special meetings, this notice shall specify the business for which it is called.

Section 4. Quorum

Five percent of the total personal membership shall constitute a quorum for the transaction of business of the Association at any general membership meeting. Official membership records in the Association office will be used to determine the number needed for the quorum.

Article VIII

Finance

Section 1. Fiscal Year

The fiscal year of the Association shall be the calendar year.

Section 2. Fees

A. All persons attending an annual or special meeting of the Association shall pay a registration fee as determined by the Executive Board for each meeting.

B. Fees for exhibits at meetings of the Association shall be set by the Executive Board.

C. Fees or charges levied for any activity or project of the Association shall be subject to approval by the Executive Board.

D. All money collected by the Association or any of its parts shall be deposited in the appropriate Association account.

Section 3. Records

The Executive Administrator and Secretary/Treasurer shall maintain accurate records of all financial affairs of the Association, shall make a written report to the Association members at each annual meeting, and shall make all financial records available for audit upon request of the President.

Section 4. Audit

A. The President shall appoint 3 members of the Executive Board to conduct an annual internal audit of the financial records of the preceding year to be conducted by the end of January. As soon as practical after completion, the audit review results shall be published in the official publications of the Association.

B. The President shall arrange for an audit by a qualified auditor at any time during the fiscal year that a new Secretary/Treasurer or Executive Administrator is appointed.

C. The auditing agency shall be identified in the annual financial report.

Section 5. Bonding

The Executive Administrator, President and Secretary/Treasurer shall be bonded annually for an amount to be determined by the Executive Board. The bonding agent shall be identified in the annual financial report.

Section 6. Disbursements

A. The Executive Administrator shall pay all bills in accordance with guidelines established by the Executive Board and included in the annual budget. Payment of bills for items not budgeted must have the approval of the Executive Committee at the earliest opportunity.

B. No expense in excess of budgeted amounts may be incurred on behalf of the Association by any officer or committee without the approval of the Executive Board or the Executive Committee acting on its behalf.

Article IX

Divisions and Round Tables

Section 1. Divisions and Round Tables of the Association may be organized to represent a field of activity or category of library function distinct from that of other divisions. The Executive Board may authorize, subject to action by the Association at the next annual meeting, the establishment or name change of a Division or Round Table within the organization. Such action shall be considered only by petition of not fewer than twenty-five members of the Association interested in the same general field of activity. The Executive Board shall appoint a temporary Chair pending action by the Association in confirming the new Division. A list of recognized Divisions and Round Tables may be found in the Bylaws.

Section 2. All Divisions and Round Tables shall be an integral part of the Association and shall exist for the purpose of discussion, planning and cooperative action in connection with the mutual problems of the individual members performing similar work, provided that all activities of the Divisions and Round Tables shall be related to the policies and work of the Association and shall not be discharged independently of the Association and its officers and Executive Board.

Section 3. The Executive Board may appropriate and budget reasonable sums to support the work of a Division or Round Table. A Division or Round Table may, at the discretion of its members, raise and earmark funds turned over to the Association for the support of projects and/or programs approved by the Division’s or Round Table’s members and the Executive Board. Budget requests for Division and Round Table activities and expenses shall be considered as specified in the ArLA Manual.

Section 4. Any personal member of the Association may have membership in more than one Division or Round Table.

Section 5. Each Division or Round Table shall elect a Chair, Vice-Chair, and a Secretary at the annual meeting for a term of office not to exceed that of the officers of the Association under such conditions as the Executive Board may impose. All candidates and elected Division or Round Table officers and committee members must be Association members.

Section 6. Divisions and Round Tables shall notify the Executive Board of any meetings that are held other than at the time and place of the annual Association meeting. Any two or more Divisions or Round Tables may at their discretion and by notification of the Executive Board combine for joint sessions.

Section 7. All Division and Round Table secretaries shall prepare two copies of the minutes of its annual meeting and any special meetings.

Section 8. Divisions or Round Tables of the Association may be dissolved by a petition submitted by vote of the Division or Round Table and subject to the approval of the Executive Board and the membership of the Association. Any money held by that Division or Round Table will revert to the Association.

Article X

Parliamentary Authority
The Standard Code of Parliamentary Procedure by Alice Sturgis, in the latest edition, shall govern the Association in all cases to which it can be applied and in which it is not inconsistent with the Constitution, the Bylaws, or special rules of order of the Association.

Article XI

Bylaws
Bylaws not in conflict with the Constitution may be adopted, amended, revised, or repealed at any membership meeting of the Association by two-thirds vote of members present.

Article XII

Amendments
The Constitution may be amended or revised at any membership meeting of the Association by a two-thirds vote of the members present. The proposed amendments must be filed by their proponents in writing to the Constitution Committee by July 1 and the Executive Board by August 1 prior to the annual meeting. Notice of the proposed amendments shall be given to the membership by September 1 prior to the beginning of the annual meeting of the Association. All amendments to the Constitution will be forwarded to the American Library Association.