BYLAWS
Article I
Name
The name of the Corporation shall be Friends of the Joplin Public Library.
Article II
Organization
Section 1.
The Friends of the Joplin Public Library, referred to in this document as the FOL, shall be opened as a nonprofit organization, under the laws of the State of Missouri and shall function as a nonprofit organization in all respects so as to be and remain exempt from Federal Income Tax according to Section 501(c)(3) of the United States Internal Revenue Code of 1954 (or the corresponding provision of any future U.S. Internal Revenue Law).
Section 2.
No part of the net earnings of the FOL shall inure to the benefit of, or be distributable to its members, trustees, officers or other private persons except that the Board of Directors shall authorize to pay reasonable compensation for services rendered.
Section 3.
No substantial part of the activities of the FOL shall be the dissemination of propaganda or otherwise attempting to influence legislation, and the FOL shall not participate in or intervene (including the publishing or distribution of statements) in any political campaign on behalf of any candidate for public office.
Section 4.
No fundraising or special activity of the FOL shall be conducted without the prior approval of the Director of the Joplin Public Library. Membership drive activities shall not be considered fundraising activities that require the approval of the Director of the Joplin Public Library.
Article III
Purpose
Section 1.
The purpose of the FOL shall be to maintain an association of advocates for the Joplin Public Library whose goal is to enhance the facilities and services of the Library through advocacy, fundraising, and promotion.
Section 2.
Activities may include:
a. providing financial support outside the scope of the Library’s annual operating budget;
b. sponsorship of special events;
c. promoting and encouraging volunteerism in the Library;
d. informing the public of the available resources and services of the Library;
e. encouraging gifts and bequests of books, materials, and financial contributions;
f. and other services deemed helpful to the Library.
Section 3.
The FOL is organized exclusively for charitable, religious, educational, or scientific purposes, within the meaning of section 501(c)(3) of the Internal Revenue Code.
Article IV
Membership
Section 1.
Membership in the FOL shall be open to individuals, organizations, and businesses in agreement with its purpose. FOL shall not discriminate in regards to race, color, sex, religion, national origin, age, disability, sexual orientation, gender identity, or veteran status. Any individual may become a member by payment of the required dues.
Section 2.
There shall be various categories of membership as determined by the Board of Directors. Dues of each category shall be determined annually by the Board of Directors prior to the Annual Meeting.
Section 3.
Each member who has paid dues and is 18 years and older shall be entitled to one vote. No vote may be made by proxy.
Section 4.
The membership year shall correspond to the fiscal year of the organization.
Article V
Officers
Section 1.
The officers of the FOL shall be President, Vice President, Secretary, and Treasurer. The officers, along with two Members at Large, shall constitute the Board of Directors. The Board of Directors shall serve three year terms, with a limit of two full consecutive terms served. The Director of the Joplin Public Library or his/her designee, shall be an ex-officio member of the Board of Directors.
Section 2.
The President shall preside at all meetings of the FOL and of the Board of Directors. The President shall appoint all standing and special committees, subject to the approval of the Board of Directors; and said President shall be an ex-officio member of such committees, unless specifically excluded from ex-officio membership of any such committee by the Board of Directors, and shall in no case be a member of the Nominating Committee. It shall be the duty of the President to carry out the will of the Board of Directors and of the FOL as expressed at their respective meetings, and in general to conduct the affairs of the FOL in a manner consistent with the authority and responsibility pertaining to the office of President.
Section 3.
In the absence of the President, or in the event of his/her inability to act, the Vice President shall discharge the duties of the President.
Section 4.
The Secretary shall give notice of all meetings of the Board of Directors and of the annual FOL membership meeting, and shall attend all such meetings and keep a true and accurate record of all proceedings. The Secretary shall keep a complete list of the names and contact information of all members of the FOL. The Secretary shall carry on the correspondence of the FOL as instructed by the Board of Directors and/or by the President of the FOL.
Section 5.
The Treasurer shall deposit all funds of the FOL into the account of the FOL. The Treasurer shall collect all money due to the FOL and shall keep an account of all money received by and expended by or on behalf of the FOL and shall make disbursements only upon order of the Board of Directors. On leaving office, the Treasurer shall deliver to the successor Treasurer all money, books, papers and other property belonging to the FOL. In case of the absence or the inability of the Treasurer to act, the Board of Directors may authorize the President or one of the officers of the FOL to issue checks or perform such other duties of the Treasurer. The Treasurer may at any time be required to give a bond in such sum as the Board of Directors may deem advisable; the cost of such bond to be paid out of the funds of the FOL. The Treasurer’s accounts shall be audited as often as deemed necessary by the Board of Directors in such manner as may, from time to time, be determined by the Board of Directors.
Section 6.
The Board of Directors shall meet at the call of the President, with a minimum of four meetings held per year. A majority of the Board of Directors shall constitute a quorum.
Section 7.
The direction of affairs of the FOL shall rest with the Board of Directors, with the President acting as chair.
Section 8.
The President may appoint chairpersons of standing and ad-hoc committees. Standing committees shall include Membership, Finance, Program, Public Relations, and Nominating. Standing or ad-hoc committees shall be formed as deemed necessary, with the approval of the Board of Directors.
Section 9.
The President is an ex-officio member of all committees, with the exception of the Nominating Committee.
Section 10.
Nominations for Board of Directors positions shall be presented by a Nominating committee of at least two, to be appointed by the Board of Directors.
Section 11.
The officers of the Board of Directors shall be elected prior to the Annual Meeting by a vote of the membership.
Section 12.
Vacancies arising on the Board of Directors shall be filled by appointment made by the remaining Board members.
Section 13.
The Board of Directors may remove, by majority vote, officers for missing three consecutive meetings or failing to fulfill their responsibilities.
Section 14.
Board of Directors members are volunteers and will not receive compensation. Board of Directors members may be reimbursed for expenses incurred while doing business for the group.
Section 15.
Library employees may be FOL members; however, they are not eligible to be on the Board of Directors except for the Director of the Joplin Public Library or his/her designee. If Library employees wish to undertake FOL volunteer duties they must receive prior approval from the Library Director and be compensated by the Library for their time.
Article VI.
Standing Committees
Section 1.
Standing committees shall report at meetings of the Board of Directors on matters referred to them by the President or Board of Directors and on matters otherwise within the scope of their responsibilities and shall keep proper records of all committee proceedings. Standing committees shall report to the membership at the Annual Meeting on committee activities since the last Annual Meeting. Members may only chair one standing committee at a time.
Section 2.
The Membership Committee shall solicit persons to be members of the FOL, issue membership cards, collect dues (to be delivered as promptly as feasible to the Treasurer) and assist the Secretary in maintaining membership lists. The Secretary may be the Chair of the Membership Committee, but in any case shall be an ex-officio member thereof.
Section 3.
The Finance Committee shall be responsible for all financial operations of the FOL within established policies and subject to decisions of the Board of Directors. The Finance committee shall determine budget requirements, make recommendations for securing and investing funds and provide for audits as may be appropriate. The Treasurer may be the Chair of the Finance Committee, but in any case shall be an ex-officiomember thereof.
Section 4.
The Program Committee shall recommend programs that align with both the mission of the Library and the FOL. Examples of such programs are special speakers, author visits, panel discussions, and special exhibits. Programs must be mutually agreed upon by the FOL and the Library. The committee should include a proposed budget for each program and an outline listing how the program will be executed. Upon approval of programs by the Board of Directors, the Program Committee shall be charged with the preparation and conduct of the program, either directly or through special committees. The Director of the Joplin Public Library or his/her designee, an ex-officio member of the Board of Directors, shall be an ex-officio member of the Program Committee, but shall not be the chair.
Section 5.
The Public Relations Committee shall implement, subject to the approval of the Board of Directors, publicity and communication programs to educate the public on the activities and purposes of the FOL and shall also lend assistance to the Program committee in publicizing specific programs.
Section 6.
The Nominating Committee shall recommend a slate of nominees for election before the Annual Meeting. The Nominating Committee is charged with acting in an impartial and objective manner so that its recommendations, if adopted, will provide a broad representation of the community of persons with a variety of skills and viewpoints who will act for the overall good of this Corporation in accordance with its purposes.
Article VII
Meetings
Section 1.
The FOL shall hold an Annual Meeting, in October, for the purpose of introducing the Board of Directors members, to receive various reports, and to enact other business. Public notice shall be made seven days prior to the meeting.
Section 2.
Other meetings may be called by the President, or a petition of one-third of the Board of Directors members.
Section 3.
A quorum to conduct business at any meeting of the membership shall be a minimum of ten general members.
Section 4.
Board meetings are open to all FOL members and the public. The Board of Directors may enter into a closed executive session, by majority vote of the Board of Directors members, to discuss personnel matters, to consult an attorney, to consider private bequests, or to discuss other sensitive matters.
Section 5.
FOL members or public guests wishing to address the Board of Directors shall make a request to the President at least 48 hours in advance of the meeting.
Article VIII.
Funds
Section 1.
Accounts shall be maintained and reconciled by the Treasurer. All books, papers and other property in the custody of the Treasurer shall be kept in a safe place, to be approved by the Board of Directors.
Section 2.
All checks shall be signed by two Board of Directors officers, primarily the Treasurer and the President; however, in emergency circumstances, the Vice-President or the Secretary may sign.
Section 3.
No FOL member shall be liable except for unpaid dues; and no personal liability shall in any event be attached to any member in connection with any of its undertakings.
Section 4.
The fiscal year for the FOL shall be from November 1 to October 31.
Section 5.
The FOL may accept donations, endowments, and gifts that support the purpose of the FOL. Unrestricted donations are preferred; however, restricted donations will be evaluated on a case-by-case basis. If the FOL is able to fulfill the wishes of the donor, these donations may be accepted. All unrestricted donations will be spent in accordance with the wishes of the FOL and the Director of the Joplin Public Library.
Article IX
Amendments and Revisions
Section 1.
These Bylaws may be amended at any membership meeting of the FOL by a two-thirds majority vote of the members provided there is a quorum present.
Section 2.
Members must receive notice at least seven days prior to the meeting at which amendments are to be considered.
Section 3.
When necessary, the President shall appoint a committee of three members of the FOL to review the Bylaws and propose revisions.
Article X
Parliamentary Procedure
Section 1.
Robert’s Rules of Order, when not in conflict with these Bylaws, shall govern the proceedings of the FOL.
Article XI
Conflict of Interest
No Board of Directors member or committee member of the FOL shall derive any personal profit or gain, directly or indirectly, by reason of his or her participation on the Board. Each individual shall disclose to the Board of Directors any personal interest which he or she may have in any matter pending before the Board of Directors and shall refrain from participation in or voting on any decision on such matter.
Members of the FOL, committees, and staff shall refrain from obtaining any list of library patrons that results in personal benefit.
Article XII
Dissolution
Section 1.
All funds and other property remaining after the satisfaction of the debts of the FOL shall be turned over to the Joplin Public Library.
Section 2.
Upon the dissolution of FOL, the Board of Directors shall, upon paying or making provisions for the payment of all the liabilities of the corporation, dispose of all the assets of the corporation exclusively for the purposes of the corporation in such a manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposed as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the Circuit Court of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
Article XIII
Adoption
Section 1.
These Bylaws have been adopted by the Friends of the Joplin Public Library as of November 12, 2021.
Section 2.
A copy of these Bylaws shall be kept on file in the Joplin Public Library and shall be made available to any member upon request.
