By-Laws

The name of the organization is Friends of the Union Public Library. The organization has not been formed for making of any profit, or personal financial gain. The assets and income of the organization shall not be distributed to, or benefit the trustees, officers or other individuals. The assets and income shall only be used to promote library purposes. This organization shall not carry on any activities not permitted to be carried on by an organization exempt from federal income tax. The organization shall not endorse, contribute to, work for, or otherwise support (or oppose) a candidate for public office. The organization is organized exclusively for purposes subsequent to section 501 (c) (3) of the Internal Revenue Code.

ARTICLE I

MEETINGS

Section 1. Annual Meeting. An annual meeting shall be held once each calendar year for the purpose of electing officers and for the transaction of such other business as may properly come before the meeting. The annual meeting shall be held in May for elections. Candidates for offices shall be declared in April.

Section 2. Regular Meetings. Regular meetings shall be held for the purpose of transacting business as may be deemed appropriate and for appointing committee chairpersons.

Section 3. Notice. Written notice of all meetings shall be provided under this section or as otherwise required by law. The Notice shall state the place, date, and hour of meeting, and if for a special meeting, the purpose of the meeting. Such notice shall be emailed to all members of record, at least 10 days prior to the meeting.

Section 4. Place of Meeting. Meetings shall be held at the organization’s principal place of business unless otherwise stated in the policy.

Section 5. Quorum. A majority of officers shall constitute a quorum.

Section 6. Special Meetings. Special meetings may be requested by the President by providing five (5) days’ written notice by email.

Section 7. Procedures. A quorum constitutes a majority of officers and members in good standing.

Section 8. Committees. To the extent permitted by law, the Officers may appoint from its membership a committee or committees, temporary or permanent, and designate the duties, powers and authorities of such committees.

ARTICLE II

OFFICERS

Section 1. Number of Officers. The officers of the organization shall be a President, Vice President, Recording Secretary, and Treasurer.

    1. President. The President shall be the chief executive officer and shall preside at all meetings, and establish agendas for said meetings.

    2. Vice President. The Vice President shall assist the President.

    3. Recording Secretary. The Recording Secretary shall maintain the minutes of all meetings, and shall have the authority to certify any records, or copies of records, as the official records of the organization.

    4. Treasurer. The Treasurer shall maintain an accurate accounting of all funds received and disbursed, and membership records.

Section 2. Election and Term of Office. The officers shall be elected annually by the membership. Each officer shall serve a one year term or until a successor has been elected and qualified.

Section 3. Removal / Vacancies. An officer shall be subject to removal, with or without cause, at a meeting called for that purpose. Any vacancies that occur, whether by death, resignation, removal or any other cause, may be filled by the remaining officers. An officer elected to fill a vacancy shall serve the remaining term of his or her predecessor, or until a successor has been elected and qualified.

ARTICLE III

MEMBERSHIP

Section 1. Membership in this organization shall be open to individuals, organizations, and businesses in agreement with its purpose.

Section2. There shall be various categories of membership as determined by the Officers. There shall be, at minimum, an Individual and Household category. Dues of each category shall be determined annually by the Officers prior to the Annual Meeting.

Section 3. Each member who paid dues shall be entitled to one vote.

AMENDMENT TO BYLAWS

The bylaws may be amended, altered, or repealed by the members by a majority of a quorum vote at any regular or special meeting. The text of the proposed change shall be distributed to all members at least ten (10) days before the meeting.

INDEMNIFICATION

Any officer who is involved in litigation by reason of his or her position as officer of this organization shall be indemnified and held harmless by the organization to the fullest extent authorized by law as it now exists or may subsequently be amended (but, in the case of any such amendment, only to the extent that such amendment permits the organization to provide broader indemnification rights).

DISSOLUTION

The organization may be dissolved only with authorization of its Officers given at a special meeting called for that purpose, and with the subsequent approval by no less than two-thirds (2/3) vote of the members.

In the event of dissolution of the organization, the assets of the organization shall be distributed for one or more exempt purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code or corresponding section of any Federal tax code, or shall be distributed to the Federal Government, or to a state or local government, for public purpose.

CERTIFICATION

Thomas M. Wisniewski, President, and Marie Arnold, Secretary, certify that the foregoing is a true and correct copy of the bylaws of the above-named organization, duly adopted by the Officers on August 1, 2014.

I certify that the foregoing is a true and correct copy of the bylaws of the above-named organization, duly adopted by the initial Officers on August 1, 2014.

Thomas M. Wisniewski, President

Marie Arnold, Secretary

AMENDED ON SEPTEMBER 7, 2017

David Arminio, President

Marie Arnold, Secretary