Friends of Canadian Libraries

 CONSTITUTION
DRAFT FOR APPROVAL

Friends of Canadian Libraries (FOCAL) are advocates in their efforts to preserve, promote and strengthen libraries by creating awareness, enjoyment and understanding of library services across Canada. FOCAL may represent Friends at the national and provincial level through attendance at library association conferences. Our  newsletter, website, workshops and conference programs support the needs of local Friends groups across Canada.

Activities of Friends of Canadian Libraries are coordinated by the Board of Directors, FOCAL's governing body. The Board consists of representatives from Friends groups and libraries from all regions of the country, as well as supporters from library organizations. Liaisons are established with corporate supporters.

Our umbrella organization provides a support network for Friends of Library groups, library associations, and individuals. FOCAL helps open up lines of communication to the larger library community, allowing Friends groups to participate in library events on a national, provincial or regional scale and bringing them new ideas and resources to use to enhance their local programs.

 CONSTITUTION

 ARTICLE I  THE ASSOCIATION

 Name

The name of this association shall be: Friends of Canadian Libraries (FOCAL).

 Purpose  

 ARTICLE II  MEMBERSHIP

 Membership in the association is open to any persons, corporations or organizations that support the purposes of the association, upon the payment of dues

 ARTICLE III  GOVERNANCE

 Board of Directors

 1.      A Board of Directors will govern the association. It shall be elected, appointed
       or confirmed by the membership during the Annual General Meeting..

2.      The Board of Directors is comprised of the Executive Committee and the
      Regional Directors. 

3.      The Executive Committee is comprised of the President, Vice-President, Secretary, Treasurer, Immediate Past President. They shall be elected, appointed or confirmed by the membership during the Annual General Meeting. 

4.      Ex Officio members of the Board, Committee Chairs and others may be invited to attend either Executive Committee or Board meetings as appropriate, but are non-voting participants. 

5.      Ex Officio members of the Board include: Founding President Val Marshall, and others who may be named by the Board of Directors, and confirmed by the membership at the Annual General Meeting.


Regional Directors

Five Regional Directors are to be elected/appointed from Friends’ groups. The preference would be for: 1 director from the Prairies (North West Territories, Yukon, Nunavut, Saskatchewan, Alberta and Manitoba), 1 from Atlantic Canada (east of Quebec), 1 from British Columbia and 2 from Central Canada (Ontario and Quebec).

 Library Liaison Representatives 

Library Liaison Representatives will participate in all activities but will be non voting members. Positions may be offered to the Canadian Library Association (CLA), the Canadian Library Trustees Association (CLTA) and the Canadian Association of Public Libraries (CAPL), and other provincial library association representatives.

 Term of Office

1.      Executive Committee members shall serve for terms of 2 years, except that the Treasurer may be appointed. No elected officer shall serve more than three consecutive terms in the same capacity.

2.      The term of office for Executive Committee members and other members of the Board shall begin following the Annual General Meeting of the Association. They shall hold office until their successors have been duly elected or appointed or unless removed in the meantime.

Resignation

 

Any member of the Board of Directors wishing to resign must file a written resignation with the Secretary.


Conduct

The Executive Committee may, by a majority vote, expel or suspend any member whose conduct has been determined to be improper, or who willfully commits a breach of the Constitution or By-Laws of the Association. No member shall be expelled or suspended without being notified of a complaint against him/her and without first having been given an opportunity to be heard.

Nominations

The Nominating Committee shall request suggestions for nominations from all members. Normally, the Past President shall act as Chair of the Nominating Committee. Any voting member may submit a candidate for nomination (including themselves), in writing, filed with the Chair of the Nominating Committee, at least 30 days prior to the Annual General Meeting.

ARTICLE IV CONTRACTS, GIFTS AND COMPENSATION

Contracts

Upon approval, the Executive Committee may authorize any officer or officers, to enter into a contract on behalf of the association.

Gifts

The Board of Directors may accept or reject on behalf of the association any contribution, gift, service, or bequest for the benefit of the association.      

Compensation

No Board member shall receive remuneration for service on the Board. When authorized in advance by the Executive Committee, reimbursement may be made for travel and other out of pocket expenses.

ARTICLE V INDEMNITIES/PROTECTION OF BOARD OF DIRECTORS

1 Every member of the Board of Directors shall be indemnified and saved harmless
    from any action, suit or proceeding brought against them for any act or deed,
    done or permitted by them in the execution of the duties of their office;

2. To the extent permitted by law, no member of the Board of Directors of the
    association shall be liable for the acts, receipts, neglects or defaults of any other
    member of the Board of Directors or for any other loss or damage which may
    happen in the execution of the duties of their duties.

3. Any contract, act or financial transaction shall be approved in advance by the
    Executive Committee.

ARTICLE VI HONORS

The Board of Directors may from time to time establish certificates or other awards which may be awarded as the Board of Directors shall determine.

ARTICLE VII  MEETINGS

Annual General Meeting 

1.      The Annual General Meeting of the Friends of Canadian Libraries shall be held
     as soon as possible after the end of the fiscal year end, which is March 31st.

 2. Annual reports shall be submitted to the Board in writing at least two weeks
    prior to at the time of the Annual General Meeting and shall be retained by the
    Secretary.

 Board Meetings

A business meeting of the Board may be held at any time deemed necessary by the Executive Committee.

Special Meetings

A special meeting of the association or of the Board of Directors may be held at any time deemed necessary by the Board of Directors.

Executive Committee Meetings

A business meeting of the Executive Committee may be held at any time deemed necessary.

Committee Meetings

Meetings of committees are called by the Committee Chair, and are open to members of the Executive Committee, Board and the association as a whole.

ARTICLE VIII COMMUNICATION

The Friends of Canadian Libraries newsletter FOCAL POINT and the FOCAL website (www.friendsoflibraries.ca) shall be the official means of communication. The listserv may be used for official notification of news and events.

ARTICLE VIII AMENDMENTS

The Constitution and By-Laws may be amended at the Annual General Meeting, or at a Special Meeting of the association, following at least 30 days notice of proposed changes to all members. Amendments must be approved by a majority of members present at the meeting.

ARTICLE IX  DISSOLUTION

Upon dissolution of the Friends of Canadian Libraries and upon winding up of its affairs, the assets shall be distributed as follows: after payment of obligations, all remaining assets shall be transferred to the Canadian Library Association.

 ARTICLE X EFFECTIVE DATE

This Constitution came into force upon approval by the members of the association at the Annual General Meeting or at a special meeting of the association, duly called and held and at which a quorum was present on the _________ day of _______, ____.

 

President  

Secretary   

Treasurer