Bylaws

Current as of May 2010.

Table of Contents

  1. Name
  2. Definitions
  3. Membership
  4. Classes of members
    1. Application
    2. Fees
    3. Travel subsidy
    4. Privileges
    5. Honorary Life member privileges
    6. Withdrawing
  5. Meetings
    1. Annual General Meeting
    2. Special Meeting
  6. Board of Directors
  7. Officers
    1. President
    2. Vice President
    3. Secretary/Treasurer
  8. Executive Committee
  9. Audit
  10. Amendments to Bylaws
  11. Committees
    1. Nominations Committee
    2. Resolutions Committee
  12. Rules of Order
  13. General

BYLAWS OF THE ALBERTA LIBRARY TRUSTEES ASSOCIATION

  1. NAME
    1. The name of the Society shall be the Alberta Library Trustees Association.
  2. DEFINITIONS
    1. For the purpose of these bylaws, the expression:
      1. Board of library trustees and library board means a library board established pursuant to current provincial legislation, and library system board pursuant to the same Act.
      2. Member of a board of library trustees means any person presently serving as a member of a library board.
  3. MEMBERSHIP
    1. There shall be the following classes of membership:
      1. Member Library Boards – Legally constituted Library Boards under the Alberta Libraries Act.
      2. Regular trustee members – All trustees on Member Library Boards
      3. Past trustee members – former trustees (within the last five years) of legally constituted Library Boards
      4. Honorary Life members – Membership may be conferred on individuals who have made a significant contribution to the library community in Alberta. Nominations must be submitted to the Board of Directors by ALTA members in good standing. The Board of Directors may select one or two persons to receive Honorary Life membership from among those nominated prior to the end of each calendar year. The Board of Directors reserves the right to determine how many Honorary Life memberships if any are to be awarded each year.
      5. Individual trustee members – Trustees where the legally constituted Library Board chooses not to belong to ALTA
      6. Supporters – Individuals who have an interest in library stewardship including members of a not legally constituted Library Board.
    2. All applications for membership shall be in such form as the Board of Directors shall prescribe.
    3. Fees for each class of membership shall be established at the Annual General Meeting by a vote of not less than two-thirds (2/3) of the members present and shall be payable on the first day of the next fiscal year.
    4. Member Library/Boards are eligible to apply for an ALC travel subsidy, may make nominations and propose resolutions.
    5. Regular trustee members, past trustee members and individual trustee members, may make nominations, propose resolutions, vote in ALTA elections, attend and speak at the AGM, vote on resolutions and bylaws, hold office on ALTA Board, receive the member rate at ALC and ALTA workshops.
    6. Honorary Life Members and Supporters may attend and speak at the AGM, and receive Member rates at ALC and ALTA workshops.
    7. Any member wishing to withdraw from membership may do so upon a notice in writing to the Board through its secretary. If any member is in arrears for fees or assessments for any year, such member shall be automatically suspended on April 1st and shall thereafter be entitled to no membership privileges or powers in the society until reinstatement by payment of their annual membership fee or any other outstanding assessments. Any member upon a two-thirds vote of all members of the society in good standing may be expelled from membership for any cause which the society may deem reasonable.
  4. MEETINGS
    1. The Association shall hold an Annual General Meeting on or before June 30th of each year at which it shall: receive and accept the review engagement report or audit prepared by a duly qualified accountant for the preceding year; receive and adopt a budget for the forthcoming year and announce the election of officers..
    2. An Annual General Meeting of the Association shall be called on not less than twenty-one (21) days notice given by the Secretary to all members in good standing at the date of the call of the meeting at their last known address.
    3. Special meetings shall be called by the board or at the request of any 25 individual members of the Association, or any 5 boards holding board membership, made to the Secretary.
    4. A Special Meeting of the Association may be called on not less than twenty one (21) days notice given by the Secretary to all members in good standing at the date of the call of the meeting at their last known address.
    5. The notice of any Special Meeting shall contain a statement of the items to be discussed and only those items contained in the notice shall be considered at the meeting.
    6. Any notice of any General or Special meeting required to be given pursuant to any section of this article shall be mailed to each member entitled to be present Additionally notices of the meeting may be placed in one or more daily newspapers and such other media as the Board shall deem advisable and the posting of such notices shall be deemed to be sufficient notice of each and every meeting provided that the notices were posted in conformity with any time limits described herein.
    7. The quorum for all meetings shall be 25 members in good standing.
    8. Only members in good standing shall be eligible to vote at any General Meeting or Special Meeting.
  5. BOARD OF DIRECTORS
    1. There shall be a Board of Directors of the Association comprised of the President, Directors elected to represent each of eight geographic areas, and a Director appointed by each of the public library boards in the cities of Edmonton and Calgary. The outgoing President shall serve as the Past President for no more than one year. In the event that the President is elected for more than one term, the Vice President shall assume all duties of the Past President.
      1. At its first meeting following the Annual General Meeting the Board of Directors shall elect from among its membership a Vice President and a Secretary Treasurer, each for a term of one year.
    2. The Board of Directors shall have full control of the affairs of the Association and shall have such powers as are necessary to accomplish the objectives of the Association.
    3. The board shall report to the Association, through the President, at each meeting of the Association.
    4. Such members entitled to vote shall, through either electronic voting or mail-in ballots, elect a President who shall serve a term of two years.
      1. Such members entitled to vote shall, through either electronic voting or mail-in ballots, elect one Director from each of eight (8) geographic areas only. Each member shall vote for a Director to represent his/her particular geographic area only.
      2. Area boundaries shall be determined from time to time by the Board of Directors. The areas shall be designated as: 1. Peace; 2. Yellowhead; 3. Parkland; 4. Marigold; 5. Chinook Arch; 6. Shortgrass; 7. Metro Edmonton; 8. Northern Lights
      3. The term of office of elected Directors shall be two (2) years with four (4) elected every second year and the remaining four elected in alternate years.
    5. Any member of the board may be re-elected.
    6. Members of the board shall be entitled to vote on all questions placed before the board unless any member declares interest in the question; in which case he shall be required to so declare such interest before discussion begins and refrain from discussion, unless asked to answer questions of fact, and abstain from voting.
    7. Any elected member of the board who is absent from three (3) consecutive meetings of the board shall be deemed to have resigned unless such absence has received, by motion, the prior consent of the board.
      1. Alternates attending meetings on behalf of a board or area may speak and vote at board meetings but may not hold office
    8. Any Director or Officer may be removed from office, for any cause the board may deem reasonable, by a Special Resolution passed by a majority of not less than three fourths (3/4) of such members entitled to vote as are present in person at a Special Meeting of the Association.
    9. In the event that a vacancy shall arise on the board the following rules shall apply:
      1. If the vacancy is in the office of President the Vice President shall immediately become President.
      2. If the vacancy is in the office of the Vice President or Secretary Treasurer, the Board, at its next meeting, shall elect a member of the board to fill the vacant position.
      3. If the vacancy is in the office of any of the elected Directors, the Alternate shall complete the remainder of the term. In the event there is no Alternate the board may appoint a member to fill the vacant position for the remainder of the term.
      4. Any member of the Board of Directors may continue to serve in this capacity until the term expires, even though they may no longer be a library trustee, as long as they continue to reside in the geographic area they represent or, in the case of table officers, as long as they reside in Alberta.
    10. No member of the Board shall receive any remuneration from the Association in connection with their services on the board.
    11. Every member of the Board or his/her Alternate shall receive such out of pocket expenses as may be approved by the Board.
    12. The Board shall have all powers needed to properly discharge the affairs of the Association included but not limited to:
      1. The Board may hire such staff or enter into contracts for required services as it deems necessary.
      2. The Board, may, for the purpose of carrying out the objects of the Association, borrow or raise or secure the payment of money in any manner it sees fit.
      3. The Board may, by Special Resolution to a properly called meeting of the Association, cause debentures to be issued in the name of the Association.
      4. The Board may, for the purpose of carrying out its objectives draw, make, accept, endorse, discount, exchange any other negotiable or transferable instruments.
      5. The Board may, with the sanction of the Association had and obtained by special resolution, acquire and take by purchase, donation, devise or otherwise, all kinds of real estate and personal property and may sell, exchange, mortgage, lease, let, improve and develop it and may erect and maintain necessary buildings.
      6. Article 5.12.5 shall not be construed as to prevent the Board from authorizing the purchase of needed operational supplies.
    13. The quorum for all board meetings shall be a majority of the board members.
  6. OFFICERS
    1. The President shall preside at all meetings of the Association Board or Executive Committee and he/she shall be, ex officio, a member of all committees of the Association. He/she shall represent the Association in its relations with other agencies.
    2. The Vice President shall fulfill the functions of the President when the president is unable to act.
    3. The Secretary Treasurer shall attend all meetings of the Association, Board and Executive Committee and shall cause accurate minutes of all such meetings to be made. He/she shall have charge of the seal of the Association and shall, together with the President or Vice President, authenticate, by signature, the use of the seal. He/she shall receive, or cause to be received, all monies paid to the Association and shall promptly deposit them, or cause them to be deposited, to the credit of the Association, in such bank, credit union or treasury branch as the Executive Committee shall, from time to time, direct. He/she shall properly account for the funds of the Association, and keep, or cause to be kept, such books as directed by the Executive Committee. He/she shall present a fully detailed account of the receipts and disbursements of the Association to each meeting of the Board and shall prepare a statement, reviewed by a duly qualified accountant of the financial position of the Association for presentation to the Annual General Meeting. He/she shall prepare, in conjunction with the Executive Committee, a budget for presentation to the Annual General Meeting.
    4. The Past President shall attend all meetings of the Board and Executive in an advisory capacity and has no voting powers. The Past President can only sit for a one year period, in the case where there is no Past President; the Vice President shall assume all duties of the Past President.
  7. EXECUTIVE COMMITTEE
    1. There shall be an Executive Committee comprised of the President, Vice President, Secretary Treasurer and the immediate Past President.
    2. The Executive Committee shall be charged with the responsibility, subject to the direction of the Board, of the ongoing running of the Association and such other tasks as the Board may assign.
    3. The Executive Committee shall report to the meetings of the Board through the President.
    4. The members of the Executive Committee may be bonded in such amount as the Board may decide.
  8. AUDIT
    1. The Board of Directors shall each year appoint a duly qualified accountant to review the books, accounts and records of the Association for presentation at AGM of the Association.
    2. The books, accounts and records of the Association shall be available for inspection by any member of the Association at any General meeting or between the hours of 1:00 p.m. and 4:00 p.m. on each business day, at an agreed upon location, in the presence of a member of the Executive Committee”..
  9. AMENDMENT TO BYLAWS
    1. These bylaws may be rescinded, altered or added to by:
      1. A Special Resolution passed by a majority of not less than three fourths (3/4) of such members entitled to vote as are present in person at a General Meeting of which twenty-one (21) days notice of intention to propose the motion as a Special Resolution has been given, OR by a majority of not less than three-fourths (3/4) of such members entitled to vote as are present in person, or have mailed in a ballot, at any Special Meeting of the association; OR at a General meeting of which less than twenty-one (21) days notice has been given, provided that all members entitled to be present and vote have agreed, in writing or by motion at the meeting, to consider the motion.
      2. A Special Resolution at any Special Meeting of the Association passed by a majority of not less than three-fourths (3/4) of such members entitled to vote as are present in person, or have mailed in a ballot.
  10. COMMITTEES
    1. The Board may appoint such committees as it deems necessary to fulfill the objectives of the Association.
    2. Any committee appointed by the Board shall have such powers as are necessary to enable the committee to fulfill the mandate issued by the Board on its establishment, and any such committee shall be funded through the Board and shall report to the Board.
  11. RULES OF ORDER
    1. The Rules of Order for the Alberta Library Trustees Association will be Robert’s Rules of Order, latest edition.
  12. GENERAL
    1. The registered office of the Association shall be at such place as the Board shall, from time to time, determine.
    2. Any member, employee or contractor having a grievance against the Association or an officer or an employee of the Association shall:
      1. Convey the grievance, in writing, to the Executive Committee within fourteen (14) days of the occurrence which gave rise to the grievance.
      2. If unsatisfied with the response of the Executive Committee carry the grievance, in writing, within fourteen (14) days of receipt of the response from the Executive Committee, to the Board whose decision shall be final and binding.
      3. No member of the Association shall have recourse to the courts, nor any medium of complaint, for redress, in connection with any dispute arising from their relationship to the Association, until all remedies provided for in these Bylaws have been exhausted.
    3. Words in the masculine denote the feminine and vice-versa.
    4. Words in the singular denote the plural and vice-versa.
    5. The ALTA officers, by unanimous vote, may make such editorial or grammatical changes in these bylaws as do not change their substance and meaning.
    6. The ALTA board may designate a beneficiary of any and all of ALTA’s unencumbered assets upon any dissolution of the organization.