Bylaws

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Article I. Identifications

The name of this multicounty multitype library system is the Central Minnesota Libraries Exchange (CMLE), with administrative offices located in Learning Resources and Technology Services, St. Cloud State University, serving the counties of Aitkin, Benton, Chisago, Isanti, Kanabec, Mille Lacs, Morrison, Pine, Sherburne, Stearns, Todd, and Wright, and existing by virtue of the provisions of Minnesota Laws, 1979, ch. 344, art. IX, sections 10 and 11.

Article II. ORGANIZATION

Section 1. Purpose

The purpose of the Central Minnesota Libraries Exchange is to encourage, develop, and expand cooperative activities among all libraries; such activities to include but not be limited to sharing of resources, strategic planning for cooperative programs, a delivery system for services and programs, a bibliographic database, and a communications system.

Section 2. Annual Meeting

The annual meeting of the Central Minnesota Libraries Exchange shall be in the fall.

Article III. GOVERNING BOARD

Section 1. Governing Board Membership

Subdivision 1. Number and Type
The governing body of the Central Minnesota Libraries Exchange is composed of eleven members. Seven of the members shall be citizen representatives representing the East Central Regional Library System and the Great River Regional Library System. The number of representatives from each library system shall be determined in proportion to population, with a minimum of two citizen representatives from the East Central Regional Library System. Four of the Governing Board members shall be library workers representing each of the following four types of libraries: academic libraries, public regional libraries, school media centers and special libraries.

Subdivision 2. Citizen members
The seven citizen members shall be selected through a process of advertisement, application and/or appointment by the Regional Public Library Boards. Regional Public Library Boards may solicit applications through the newspaper or through nomination by Library Board members. Each Library Board may select its representatives through election or appointment as determined by the Library Board. Alternates for each Board shall be chosen in the same manner.

Subdivision 3. Library members
Library members are selected by a caucus of the deans, directors, or coordinators from within each type of library. Nomination and election of representatives shall remain within each library type. Candidates may be solicited by caucus, filing or nomination. Alternates shall be chosen in the same manner. The caucuses for the purpose of selection shall be held before or during the annual meeting.

Subdivision 4. Term of Office
The term of office of Governing Board members shall be two years. No Governing Board member shall serve more than three full consecutive terms. A former Board member can be reappointed after a lapse of one year. If a member is appointed to serve an unexpired term of office, it shall be considered a full term of office.

In order to stagger the terms of Governing Board members to ensure continuity between elections, the first Governing Board of the new structure will involve one-year and two-year terms. The four library members will draw for two one-year and two two-year terms, and the seven citizen members will draw for three one-year and four two-year terms.

Subdivision 5. Disqualifications, Vacancies
When any Governing Board member fails to attend at least three consecutive meetings of the Board, the Board shall declare the position vacant, unless an alternate member has attended in his/her place. If the member vacating the position is a citizen member, it shall be the duty of the president to notify the appointing regional public library system board of the vacancy. The library board will appoint a replacement to serve until the next annual meeting. If a library representative member vacates his/her position, the CMLE Governing Board shall appoint a replacement to serve until the next annual election. The appointee must be of the same representative type of library–public, special, academic, or school–as the person who vacated the position.

Section 2. Governing Board Officers

Subdivision 1. Selection of Officers
Officers of the Board shall be a president, vice-president, secretary, and treasurer. Officers shall be elected at the winter meeting. An officer may succeed himself/herself. Vacancies in office shall be filled by vote at the next regular meeting of the Board after the vacancy occurs.

Subdivision 2. Duties of Officers
The president shall preside at meetings and perform such other duties as custom and law devolve upon the president. In the absence or disability of the treasurer, the president shall sign vouchers for disbursements from the system fund.

The vice-president shall assume the duties of the president in the event of the absence or disability of the president.

The secretary shall keep an accurate record of all proceedings of the Board meetings.

The treasurer shall be responsible for the accounting of Central Minnesota Libraries Exchange receipts and expenditures and the signing of vouchers for disbursements from the system funds.

Section 3. Meetings of the Governing Board

Subdivision 1. Regular Meetings
The Central Minnesota Libraries Exchange Governing Board shall meet at least semi-annually at a time and place designated at the preceding meeting. Four meetings per year is considered optimum. The fall meeting shall be the annual meeting. Attendance requirements may be met through telecommunications.

Subdivision 2. Special Meetings
Special meetings of the Board may be called by the president, or upon written request of seven members, for the transaction of business as stated in the meeting request. Notice stating the time and place of any special meeting and the purpose for which called shall be made public and given to each member of the Governing Board at least seven days in advance of the meeting.

Subdivision 3. Quorum
A quorum for transaction of business shall consist of a majority of those duly appointed members present.

Subdivision 4. Order of Business at regular meetings shall be:

  • Call to order and roll call of members
  • Petitions to the chair
  • Visitors acknowledged
  • Adopt/amend the agenda
  • Minutes
  • Approval of bills
  • Financial report
  • President’s report
  • Director’s report
  • Staff reports
  • Governing Board Committee reports
  • Communications
  • Old Business
  • New Business
  • Adjournment

Subdivision 5. Parliamentary Authority
Robert’s Rules of Order, latest revised edition, shall govern the parliamentary procedure of the meetings.

Article IV. COMMITTEES OF THE GOVERNING BOARD

The Governing Board may establish any necessary committees, and membership on such committees is not limited to members of the existing Board. Members of committees established by the Board will be appointed by the President.

Article V. PERSONNEL

The Governing Board may hire an administrator and other staff as may be necessary to carry out policies adopted by the Board.

Article VI. PER DIEM, MILAGE, AND EXPENSES

Board members and/or designated alternates will be reimbursed for attendance at CMLE meetings and for actual mileage to attend CMLE meetings. Mileage rates and per diem payments at an amount set by the Board may be claimed by Board members and/or designated alternates who attend meetings.

Article VII. DISSOLUTION CLAUSE

Upon the dissolution of the association, the Governing Board shall, after paying or making provision for the payment of all of the liabilities of the association, dispose of all of the assets exclusively for the purposes of the association in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes 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 Governing Board shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the association 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 VIII. AMENDMENTS

These bylaws may be amended at any regular meeting of the Board with a quorum present, by majority vote of the members present, providing the amendment was stated at the preceding meeting.

  • Adopted January 17, 1980
  • Amended September 15, 1980
  • Amended December 11, 1980
  • Amended March 11, 1982
  • Amended June 20, 1984
  • Amended February 20, 1997
  • Amended April 8, 2002
  • Amended May 4, 2012
  • Amended September 29, 2015

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