DAVIESS COUNTY LIBRARY BOARD OF TRUSTEES BYLAWS

Article I—Section 1. Function; Section 2. Authority

Article II—Section 1. Membership; Section 2. Terms of Members

Article III—Section 1. Officers; Section 2. Election of Officers and Term of Office

Article IV—Section 1. Duties of Officers—President of the Board; Section 2. Vice President of the Board; Section 3. Treasurer of the Board; Section 4. Secretary of the Board

Article V—Section 1. Meetings of the Board; Section 2. Special Meeting of the Board of Trustees; Section 3. Quorum; Section 4. Attendance; Section 5. Presumption of Assent; Section 6. Telephonic/Video Meetings; Section 7. Parliamentary Procedure

Article VI—Section 1. Fiscal Year; Section 2. Indemnification

Article VII—Section 1. Library Director—Appointment; Section 2. Assistant Director; Section 3. Library Director—Duties

Article VIII—Section 1. Amendments

 

ARTICLE I - BOARD OF TRUSTEES FUNCTION AND AUTHORITY

Section 1. Function

The Board of Trustees of the Daviess County Library (a County Library organized pursuant to §§182.011-182.130 RSMo.) shall function to provide a public library program, the mission of which shall be to serve as a reliable community resource and a center for intellectual freedom serving primarily the residents of the Daviess County by acquiring, organizing and disseminating books, non-print materials and any other services that help educate, enrich, entertain and inform.

Section 2. Authority

The Authority of the Board of Trustees shall be as prescribed in Chapter 182 RSMo. and any other provision of the laws of this State.

ARTICLE II - BOARD OF TRUSTEES SELECTION, MEMBERSHIP, AND TERM

Section 1. Membership

The Daviess County Library Board of Trustees shall be composed of five (5) members who shall be residents of Daviess County, Missouri. The initial Board shall be appointed as prescribed by §182.050 RSMo.  No Trustee may receive any compensation of any kind whatsoever for his/her service on said Board.

Section 2. Terms of Members

The terms of the initial appointees of the Board of Trustees shall be as prescribed by §182.050 RSMo. Thereafter, terms of appointees shall be four years, commencing the first day of July of any year.

ARTICLE III - BOARD OF TRUSTEES ORGANIZATION

Section 1. Officers

The officers of the Board of Trustees of the Daviess County Library shall be: President, Vice-President Treasurer, and Secretary.

Section 2. Election of Officers and Term of Office

The officers so designated shall be elected annually at the regular July meeting of the Board, or as soon thereafter as the Board may otherwise provide, and upon being so duly elected shall hold office for a term of one (1) year or until their successor be elected. If any officer resigns or becomes incapacitated so as to be unable to serve and perform the duties of his/her office, the Board shall at its next regular meeting elect a successor from other members of the Board to serve for the unexpired term of office.

ARTICLE IV - DUTIES OF OFFICERS

Section 1. President of the Board

The President shall preside at all Board meetings; sign on behalf of the district all authorized contracts requiring Board signature; may sign on behalf of the district all authorized checks for disbursement of funds of the Daviess County Library.

Section 2. Vice President of the Board

The Vice President of the Board shall perform all of the duties of the President of the Board in the absence of the President, and such other duties as may be directed and authorized by the Board.  In the absence of the President and Vice President, the Board shall select one of the Trustees to act as President pro tem.

Section 3. Treasurer of the Board

The Treasurer shall exercise all powers and duties as set forth in §182.073 RSMo. and shall countersign with the one other member of the Board all checks for the disbursement of funds of the Daviess County Library.

Section 4. Secretary of the Board

The Secretary of the Board shall shall keep a true and accurate account of the proceedings of the Board, shall have custody of all Board records, shall conduct all Board correspondence, shall, when duly authorized, attest the signature of the President to contracts and documents, shall oversee the maintenance of the Library Director’s personnel file, and shall keep in digital or printed form all email exchanged with and between the members of the the Board concerning the Library Director’s performance of duties, and shall perform such other duties as from time-to-time the Board may direct.  The file of emails, either digital or in print, shall be forwarded when a new Secretary is elected.  

The Board may delegate some duties of the Secretary to the Library Director and shall assist the Secretary and Treasurer and other officers in the conduct of their duties and shall maintain the permanent record of all proceedings of the Board and its officers, shall be the custodian of the Board’s records, and post all notices as required by law, by these bylaws, or at the direction of the Board.

ARTICLE V - BOARD OF TRUSTEES MEETINGS, QUORUM, ATTENDANCE

Section 1. Meetings of the Board

Regular meetings of the Board of Trustees shall be held monthly generally occurring on the third Thursday at 4:00pm in the Daviess County Library.  The date, hour and place may be amended as determined by the Board at any regular meeting and notice thereof posted as required by law.

Section 2. Special Meeting of the Board of Trustees

Special meetings of the Board of Trustees may be called at any time by the President of the Board with due notice, or when requested, in writing, by at least three members.

Section 3. Quorum

A majority of the full Board of Trustees shall constitute a quorum. The affirmative vote of a majority of the full Board of Trustees shall be required to enter into any contract the cost of which exceeds $5,000.00, employ or dismiss the Library Director, affect a merger or consolidation, or approve an annual budget.

Section 4. Attendance

Whenever any member of the Board shall fail to attend four consecutive Board meetings, or six meetings within a calendar year, then he/she should consider resigning from the Board.

Section 5. Presumption of Assent

A Trustee who is present at a meeting of the Board at which action on any matter is taken shall be presumed to have assented to the action taken unless the Trustee votes against such action or abstains from voting because of an asserted conflict of interest.

Section 6. Telephonic/Video Appearance at Meetings

One or more Board members may participate in a meeting of the Board by means of a conference telephone, video system, or similar communications equipment provided that all persons participating in the meeting can hear and speak to each other. All members so participating by means of conference telephone, video system, or similar communications equipment shall be deemed present at the meeting.

Section 7. Parliamentary Procedure

The Board, through a simple majority, may require that meetings be conducted according to Robert's Rules of Order, latest revised edition, when not in conflict with these bylaws.

ARTICLE VI - FISCAL YEAR AND INDEMNIFICATION

Section 1. Fiscal Year

The fiscal year of the Daviess County Library shall be January 1 through December 31.

Section 2. Indemnification

The Officers of the Board of Trustees of the Daviess County Library, the Library Director, the Assistant Director (if any), and the Board of Trustees shall be indemnified to the maximum extent permitted by law. Employees or agents of the Daviess County Library may be indemnified to the maximum extent permitted by law upon a majority vote of the Board of Trustees. Expenses incurred by an indemnified person in defending a civil or criminal action, suit or proceeding shall be paid by the Daviess County Library in advance of the final disposition of such action, suit or proceeding upon receipt of an undertaking by or on behalf of such indemnified person to repay such amount if it is ultimately determined that the indemnified person is not entitled to be indemnified under Missouri Law. The foregoing right of indemnification and advancement of expenses shall in no way be exclusive of any other rights of indemnification or advancement of expenses to which any such person may be entitled by agreement or otherwise.

ARTICLE VII - LIBRARY DIRECTOR

Section 1. Library Director—Appointment

The Board of Trustees shall appoint a Library Director to serve at the pleasure of the Board, and shall fix the compensation.

Section 2. Assistant Director

The Board of Trustees may appoint an assistant director to serve at the pleasure of the Board, and shall fix the compensation.

Section 3. Library Director—Duties

The Library Director shall be the chief executive and administrative officer for the Daviess County Library.

The Library Director shall carry forward the policies, goals and objectives adopted by the Board.

The Director shall direct and supervise all library staff members in the performance of their duties and shall be authorized to employ, in the name of the Board, all staff and employees of the Library and to discharge same subject to the right of any staff member or employee to request and receive a hearing as to their discharge.

The Library Director shall attend all meetings of the Board except at any meeting closed pursuant to the laws of this State at which his/her evaluation and/or salary is discussed or other matters deemed appropriate for closed session.

The Library Director shall submit to the Board of Trustees recommendations for such policies and procedures that, in the director's opinion, will promote the efficiency of the Library in its service to the residents of Daviess County.

The Library Director shall develop an annual budget in consultation with the Board. This budget shall reflect the anticipated income and expenditures for the coming year. The budget will be examined for any needed adjustments. This budget shall always be made available upon request for public examination. A copy of the approved budget shall be filed where required by law and with the State Auditor.

The Library Director shall submit a monthly report to the Board at its regular meeting containing a statement of the conditions or the condition of the budget, together with the statement of all monies received and disbursements made or sought to be authorized, and report on the operation and progress of the Library.

The Library Director shall retain a file, either digital or printed, of all email sent by or between Board members concerning Library business.

In addition, the Library Director shall perform all tasks assigned to him/her at the direction of the Board.

ARTICLE VIII - AMENDMENTS

Section 1. Amendments

These bylaws may be amended by a vote of a majority of the Board in any regular or specially called meeting at which a quorum is present providing that the proposed amendment has been presented at the regular monthly meeting of the Board held at least one month prior to the meeting at which such amendment is presented for adoption. Copies of such amendment shall be furnished to all Board members, and if such Board members are absent from such previous meetings, copies shall be mailed to the absent members.

Adopted: October 18, 2018