Maine Library Association Bylaws

Article I: Name

The name of this organization is the Maine Library Association (MLA).

Article II: Mission 

MISSION

MLA is organized exclusively for charitable and educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code. Our mission is to advocate for Maine libraries and library workers, foster cooperation, offer professional development, and provide leadership in ensuring that information is accessible to all.

Article III: Members

Any library worker or person interested in library work may become a member upon payment of dues. The Board determines dues annually upon the recommendation of the Membership Committee.  

MLA membership provides access to professional development, networking, and scholarship opportunities, discounts at ticketed MLA events, voting rights, the opportunity to join committees and interest groups, support for intellectual freedom, and more. 

MLA members consist of:    

●    Personal members:  Personal members can be anyone working in libraries, retirees, students, or library supporters. 

●   Library membership: Maine Libraries can cover membership for all their staff by purchasing a library-level membership. All professional and support staff who work directly with collections and programs must be registered to be eligible.  Library-level members receive the same benefits and discounts as personal members. 

Article IV: Budget 

SECTION I

MLA's fiscal year begins on July 1 and ends on June 30. Dues will be paid on a rolling basis based on the date of joining or renewal. Members in good standing are entitled to receive all benefits of membership. New members may join at any time. At the end of the fiscal year, the membership roll will be purged of members who have been inactive for more than one year.

SECTION II

The Budget Bommittee will be made up of the MLA Treasurer, MLA President, MLA Vice-Presdient, MLA Past President, and Association Administrator. 

The Buddget Committee will meet in February to begin preparing the upcoming year’s budget proposal. 

The upcoming fiscal year’s budget will be presented to the MLA Executive Board 30 days prior to voet. 

Approval of the proposed budget will be voted on by the MLA Executive Board at the April meeting or next scheduled meeting after presentation.

Article V: Officers

SECTION I

MLA officers are the President, Vice President/President-Elect, Secretary, Treasurer, Immediate past President, and two Members-At-Large.  

 All officers except the Immediate Past President and President are elected by ballot and shall serve until their successors are elected. Balloting shall have occurred before the beginning of the fiscal year. The term of office for officers begins on the first day of the fiscal year. These officers shall perform the traditional duties for each position as outlined in the Maine Nonprofit Corporation Act. 

The Vice President/President-Elect is elected annually. To be nominated and run for Vice President/President-elect, an individual must have served at least one year on the MLA board within the past five years. The Secretary, Treasurer, and one Member-At-Large are elected biennially in even-numbered years. The other Member-At-Large is elected biennially in odd-numbered years.

SECTION II

The right to hold office is restricted to members. Anyone wishing to submit a name as a candidate for an office should contact the Vice-President/President-Elect at least 60 days before the date ballots will be distributed. One or more names may be put forth for each open position.

Article VI: Membership Meetings

An annual meeting of the members of  MLA must be held once a year at a time and place designated by the Board. 

Special meetings of the members may be held at such times and places as the Board may designate or upon the written request of ten members of  MLA delivered to the Secretary. 

All members must be notified in writing at least thirty days before the time and place of meetings, and the purpose of the meeting must be stated in the notice.

Article VII: Executive Board

SECTION I

The Executive Board shall consist of a minimum of three and a maximum of twenty members. To include: 

•  MLA Officers 
• Standing MLA Committee Chairs
•  Interest Group Chairs
• The MLA New England Library Association (NELA) Representative
• The MLA  American Library Association (ALA) Councilor, 
• Ex-officio Members: liaison from the Maine Association of School Libraries (MASL) and the Maine State Librarian. Ex-officio members do not have voting rights.

SECTION II

The MLA ALA Councilor is elected by ballot for a three-year term.

SECTION III

A quorum shall consist of a majority of the Executive Board. Unless provided otherwise in these Bylaws or by law, a quorum is necessary for adopting a policy and voted by a majority of the Executive Board present. Vice chairs may vote by proxy if the chair is unavailable. Aside from this specific instance, there shall be no proxy voting.

SECTION IV

The Board may meet in person, by teleconference, or by videoconference, provided all participants can hear each other. Participation in any such meeting shall constitute presence in person at such meeting. All such meetings will be made known to the membership in writing in an appropriate and timely manner.

SECTION V

Any action that might be taken at a meeting of the Executive Board, a Committee, or an Interest Group may also be taken without a meeting if (a) all Board Members, Committee, or Interest Group members are notified in writing of the proposed action, (b) at least three quarters (75%) of the total number of Board, Committee, or Interest Group members send written consents to the action to be taken, at any time before or after the intended effective date of such action, and (c) the Secretary, Committee or Interest Group chair, or his/her designee, receives no written objection to such action from a Board, Committee, or Interest Group member within forty-eight (48) hours of the notification.  

Such notifications, consents, and objections shall be filed with the minutes of the next Board Members' meeting or Committee or Interest Group meeting and shall have the same effect as a meeting vote.  For the purposes of this section, notifications, consents, and objections may be communicated by email, regular mail, personal delivery, or fax.  The provisions of Article VII, Section V shall be deemed a “custom of the Corporation known generally to its members.” 

SECTION VI

A vacancy shall be declared for any board member absent without prior notification from three regular board meetings in one year. A vacancy on the Board shall be filled by an interim appointment by the president, with the approval of the Board, and shall serve the remainder of the unexpired term. In the case of a vacancy in the presidency, the Vice President/President-Elect becomes President and shall serve until the end of the term.

Article VIII: Committees 

SECTION I

The President shall appoint the following standing committees: Communications, Conference, Intellectual Freedom, Legislative, and Membership, 

SECTION II

The President’s charge to the Committees must include what expenses are reimbursable by  MLA. Expenses incurred by individual committee members may not be reimbursed without the President’s express prior approval.

SECTION III

 The Vice President/President-Elect is charged with submitting a slate of officers to the membership, with voting open for 14 days. Voting must be completed at least 30 days before the beginning of the fiscal year.

SECTION IV

Other committees may be created by MLA as the President or the Board deems necessary occasionally. The President is an ex-officio member of all committees.

Article IX: Interest Groups

SECTION I

Members of  MLA who are engaged in the same general field or have a special interest in common may organize into an Interest Group (IG) after obtaining the approval of their petition by the Executive Board.

SECTION II

A petition for establishing an Interest Group must state the purpose and demonstrate the need for the proposed IG. Petitions must be signed by at least ten MLA members, who signify their intention to become IG Members.

SECTION III

Each active IG is represented on the Executive Board by a Chair. The President appoints the Chair for a two-year term, but the Chair can be appointed for two consecutive terms and shall be represented on the board with a vote. 

SECTION IV

The Chair of the IG may nominate a Vice-Chair, then appointed by the President. The Vice-Chair may proxy vote for the Chair if the Chair is not present at a board meeting where a vote is being held.

SECTION V

The Membership Chair will furnish each IG with a quarterly list of new and renewing members.

Each time an Interest Group changes officers, it must file the names and addresses of its officers with the Secretary of MLA.

SECTION VI

An IG must meet certain requirements of participation and endeavors (outlined in the handbook) to remain active. By a vote of the Board, an IG may be discontinued when inactive for two years.     

Article X: Removal

The Board may remove an Officer, Committee Chair, or Interest Group Chair if she/he/they has committed or engaged in any act, omission, or practice which, in the sole discretion of the Executive Board, has been or would be detrimental to the best interests of  MLA. Said removal shall occur at any meeting of the Executive Board upon a two-thirds (2/3) vote of present Board Members. The individual considered for removal shall be given at least five days' written notice of the proposed removal and an opportunity to be present and heard at said meeting. An individual may be removed from only a particular position (e.g., an Officer or Interest Group position), or all positions and as a member of  MLA. 

Article XI: IRC 501(c)(3) Tax Exemption Provisions

SECTION I

No part of MLA's net earnings shall inure to the benefit of any Officer, Board Member, MLA member, or any private individual, except reasonable compensation that  MLA shall pay for services rendered to MLA or as authorized by MLA as a reasonable allowance for authorized expenditures incurred on behalf of MLA. 

No Officer, Board Member, MLA Member, or private individual shall be entitled to share in the distribution of any of the corporate assets on MLA's dissolution, except that they may receive property of MLA in exchange for fair market value compensation to MLA.

SECTION II

No substantial part of the activities of  MLA shall be the carrying on of propaganda or otherwise attempting to influence legislation, and  MLA shall not participate in or intervene in (including the publication or distribution of statements) any political campaign on behalf of or in opposition to any candidates for public office.

SECTION III

MLA is intended to exist indefinitely. In the event of dissolution or termination,  MLA assets remaining after paying all its liabilities shall be distributed exclusively to 501(c)(3) organizations or government entities for public purposes. 

Article XI: Parliamentary Authority

Robert’s Rules of Order will govern  MLA in all cases to which they apply and they are not inconsistent with these bylaws and any special rules of order  MLA may adopt. Furthermore, any Robert’s Rules pertaining to “small boards” shall apply to any meeting of the Executive Board, Committees, Interest Groups, or Members.

Article XII: Amendments and Review

SECTION I

A copy of each proposed amendment to these bylaws must be distributed to every Member of the Association at least thirty [30] days before the next annual meeting. These amendments may be discussed and modified before a vote. Proposed amendments become effective when approved by two-thirds of the Members present at the annual meeting.

SECTION II

The Board must review these by-laws biennially. As noted at the End of This Document, the revision date is determined by the date of adoption.

Adoption

Adopted: May 17, 2017

Biennial Review: May 2019

Revised and adopted: August 6, 2020

Revised and adopted: May 21,  2024