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Proposed Amendments to the CLA Bylaws
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Strikeout indicates deletions and italics indicates additions. 

1.      Clarify Procedure for Changing Membership Dues and Explicitly Allow for Joint Membership Programs

 

ARTICLE III. MEMBERSHIP

 

Section 4. Dues and Special Assessments

 

A.     Changes in annual dues for Voting and Supporting Members shall be made by the Board of Directors and approved by a majority of the Voting members of the Association. by the affirmative vote of two-thirds of the Voting members present and voting at a Membership meeting; or, through a vote in an election, by two-thirds of the Voting members responding, provided that at least 10% of the Voting members vote online or return their paper ballots.

 

B.   The Board of Directors may enter into joint membership programs with other library associations to allow for discounted members’ dues.  Dues shall be set by the Board of Directors in consultation with the other association.

 

B.C.  Dues shall be due and payable annually. A member whose dues have not been paid

45 days after the established  renewal date shall have membership  revoked. A member whose special assessment  has not been paid by the due date shall not be eligible for renewal of membership  upon expiration  of current membership  until the assessment  is paid.

 

    C.D. A special assessment  may be levied on the Voting members by a two-thirds vote of the     

            Voting members of the Association  voting at a Membership  meeting or by mail as

            provided in Article XI. Written notice of a proposed special assessment  shall have been  

            distributed  to each Voting member of the Association  30 days prior to the date for action on

            the proposed special assessment.  Notification  shall include the reason for the assessment, 

            the amount proposed, and the due date of the assessment.

 

Comment:  This amendment corrects a mistake in the process to change annual dues. Currently a majority of the total number of Voting members is required regardless if they vote or not.   If approved, it would require two-thirds of the Voting members present and voting.  This is the same vote that is currently required to amend the bylaws.  The amendment also explicitly allows the Association to enter into joint membership programs like the one with ALA for student members.

 

2.      Correct and Modify Interest Group Membership Eligibility

 

ARTICLE IV. Interest Groups

Section 3. Membership

 

Only Voting Members or Associate  Members Supporting Members of the Association  are eligible for membership  in Interest Groups.

 

Comment: This eliminates a former membership category and replaces it with a current one. Although Supporting Members do not have the right to vote, the right to hold office, or the right to serve on committees, this would allow these supporters of CLA not currently employed by California libraries to be in Interest Groups.

 

3.      Split Responsibilities Between the Leadership Development Committee and a Newly Re-Created
         Nominations Committee

 

ARTICLE V. OFFICERS

Section 4. Duties:

 

The officers shall perform the duties prescribed  by these Bylaws, the Standing Rules and the parliamentary  authority adopted by the Association,  and in addition:

A.     PresidentThe President:

...

6) Shall appoint Association  Committees  with the input of the Leadership

Development  Committee  and  consent of the Board of Directors.

 

 

ARTICLE XI. COMMITTEES

Section 2. Standing Committees

A. Leadership  Development  Committee

1) Duties. The Leadership  Development  Committee  shall:

a.         Recommend, develop, promote and support leadership development programs activities and materials.

b.            Explore new leadership trends, partnerships and effective practices to create leading edge learning opportunities.

 

ARTICLE  XII. VOTING AND ELECTIONS

Section 3.  Nomination Process

1)     Prior to each annual conference of the Association, the President, with the approval of the Board of Directors, shall appoint the Nominating Committee of seven members and chaired by the Association’s Immediate Past President. The appointed members shall be representative of the diverse constituencies of the Association.  Three of the members shall be current members of the Leadership Development Committee.  No member of the Board of Directors, except the Immediate Past President, may serve on this committee.

 

2) The Nominating  Committee  shall:

a. Prepare a slate of at least one or more eligible candidates  for each office or position to be filled at the time of the next annual election. A member may be a candidate for only one Association  office or position during any annual election. 

b. Obtain written consent from each candidate before placing that person's name on the slate.

c. Report the slate of candidates to the Association President and Executive  Director.

 

 

3) Nomination  by Petition.

a.      Such nominations  shall be accompanied  by the written consent of the nominee(s)  and shall be subject to provisionelsewhere  in this Section. The petition shall be presented  to the Executive  Director within 25 days following publication  of the report of the Nominating  Committee.  A candidate nominated  by petition shall be afforded similar opportunities  for publication  of candidacy to the membership  as those afforded a candidatnominated  by the Nominating Committee.

b.   Nominations  of qualified candidates  for Vice President/  President Elect, and  

Treasurer in the year of the expiratioof the incumbent's  term, may be placed on the ballot upon petition of 2% of the Voting members of the Association.

c.  Nominations  for other Board Members may be placed on the ballot upon petition of 25

                 Voting members of the Association.

 

4)     No candidate may be a member of the current Nominating Committee. 

 

Section 3.4. Conduct of Voting and Elections

Voting members will have the option of voting online or requesting a paper ballot. Paper ballots shall be distributed to Voting members at their address on record. Paper ballots shall be returned to the Headquarters office.  All ballots shall provide a reasonable time to vote online or return the paper ballot.

Section 4.5. Vote Required for Election.

A. For officers, a majority of those voting shall elect. With respect to races for which more than one position is open (for example, two director at-large positions), the candidates with the largest number of votes will fill the first position, the candidate with the second largest number of votes will fill the second position, and so forth.

B. For Board members at large, a plurality shall elect.

C.  Unless otherwise provided in these Bylaws, a majority vote of those voting shall determine the outcome of elections provided that at least 10% of the Voting members vote online or return their paper ballots.

D. In the event of a tie, the tie shall be broken by drawing of lots in the manner determined by the Board of Directors.

Section 5. 6.

The Executive Director shall coordinate the election process and shall certify the results in a report to be disseminated to members of the Board of Directors. The results of the annual election shall be announced at the Annual Conference.  Results of all elections, including vote totals, shall be announced to the  membership through electronic mail, on the Association’s website and through other means.

Section 6. 7.

There shall be no proxy voting at any Association meeting.

Comment:  This proposal would split the responsibilities currently held by the Leadership Development Committee between the LDC and a newly re-created Nominating Committee.  The Immediate Past President would be one of the seven and would be chair.  The LDC would have three current members on the Nominating Committee to provide input.  No candidate may be a member of the current Nominating Committee.

4.      Provide for the Absence of the Executive Director

ARTICLE  VII. EXECUTIVE  DIRECTOR

Section 2. Vacancy

In the absence of an Executive Director, the Board of Directors shall determine who, including members of the Board of Directors, staff and others, shall fulfill the Executive Director’s duties.   During those absences, any reference to Executive Director in these Bylaws shall be interpreted to mean the person, persons or entities designated to fulfill those duties.

Comment:  This proposal follows current practice and allows the Board of Directors great latitude in fulfilling the duties of the Executive Director during a vacancy.

5.       Explicitly Allow Affiliation with Other Associations

Article XIV.  Affiliation with Other Associations.

Section 1.  The Board of Directors reserves the authority to affiliate the Association with other organizations or associations having a purpose or interests similar to those of the Association.  Depending on the nature of the other organization or association, it may be appropriate to exchange liaisons or representatives to one another’s governing boards.

Section 2.  Committees and Interest Groups may affiliate with other organizations upon approval of the Board of Directors. 

Section 3.  Affiliates may receive benefits and shall pay dues, if any, as determined by the Board of Directors.

Renumber existing Articles XIV, XV and XVI.

Comment: Currently CLA has relationships with other library organizations both at the associational level and committee level.  This proposal confirms that and allows the Board of Directors to determine benefits, if any, for affiliates and members of affiliates.

6.      Establish Conflict of Interest Rules in the Bylaws

Article XV. Conflict of Interest.

Association leaders, including officers, members of the Board of Directors, members of Committees and the Executive Director shall not use their positions for personal gain.  An Association leader shall not vote or attempt to influence the vote of others on the subject of the conflict of interest. Any member under consideration for an appointment to serve as an Association leader shall, upon request,  disclose any relationships or potential relationships that could be construed as posing a conflict of interest relating to existing or proposed service. Existing or potential conflicts of interest may be taken into consideration in the nomination or appointment process. Both paid and unpaid affiliations should be disclosed. The Board of Directors may approve appropriate policies and forms to implement this article.

Renumber existing Articles XIV, XV and XVI.

Comment:  There currently are conflict of interest rules in the CLA Financial Handbook but this puts them in the bylaws.

 

9-14-17