Constitution and Bylaws
The Western Council Of State Libraries
Incorporated June 2024
Article I Name
This organization shall be called the Western Council of State Libraries, hereinafter known as “Western Council.”
Article II Purpose
The purpose of Western Council is to
1. actively promote and improve library services and access to information for people in states west of the Mississippi River;
2. articulate member perspectives, positions, and principles related to library and information management policy and practice nationwide;
3. provide a forum for encouraging interstate collaboration;
4. provide opportunities for continuing education for staffs of members; and
5. invest in innovative projects that encourage the application of best practices and the sharing of expertise.
Article III Membership
Section 1 - General
Membership in Western Council shall be the chief officers of state library administrative agencies that are responsible for statewide library development and the administration of federal funds for libraries, i.e., state librarians, directors, commissioners, or officers, who head such agencies in those states located west of the Mississippi River. Members in good standing shall be current in paid dues.
Section 2 - Voting Rights of Members
Each Member shall be entitled to one vote, in person, by ballot, by mail, by electronic mail, or by proxy.
Section 3 - Alternates
Each chief officer shall be entitled to designate one alternate, who shall be entitled to vote in his or her absence, provided written notice of the designation as alternate has been filed with the Secretary prior to the meeting at which a vote is taken.
Article IV Dues
Western Council dues of members shall be fixed by the membership at the annual meeting. All dues are payable at the beginning of each fiscal year.
Article V Fiscal Year
Western Council’s fiscal year shall begin on the first day of July and end on the last day of June in the following year.
Article VI Meetings
Section 1 - General
This organization shall meet at least once annually.
Section 2 - Annual Meeting
There shall be an annual meeting held each year.
Section 3 - Special Meetings
The President, in consultation with the Executive Committee, may call a special meeting any time. A special meeting shall be called when one third of the membership provide a written request to the President. Any call for a special meeting shall specify exact time, place, cost and purpose of the special meeting, and the call must be issued at least one month prior to the meeting.
Section 4 - Quorum
One-half of Western Council members in good standing, or their alternates, plus one shall constitute a quorum in order that official business can be transacted.
Article VII Officers
Section 1
All officers shall be members of Western Council.
Section 2 - President
The President shall be the chief executive officer of the organization. The President shall have the general powers and duties of supervision and management usually vested in the office of president. The President shall preside over all meetings of the members, shall have general supervision of the business of the organization, and shall see that all orders and resolutions of membership are carried out.
The President shall appoint a Secretary and Treasurer. These appointments shall be made annually at the discretion of the President and approved by the Board. The President may remove an appointed officer at any time, with or without cause. Removals must be approved by the Board.
Section 3 – First Vice President/President-Elect
The First Vice President/President Elect shall act as the President during the President's absence; become President at the completion of the year as First Vice President; if the office of President is vacated this individual will assume the office of President to finish the incomplete term and then serve a one-year term as President.
Section 4- Second Vice President
The Second Vice President shall act for the First Vice President/President Elect during his/her absence; become First Vice President/President Elect at the completion of his/her year as Second Vice President; assume the office of First Vice President/President Elect if that office is vacated, for the remainder of the incomplete term, and then serve a one year term as President; assist the First Vice President/President Elect with planning for the Annual Meeting.
Section 5- Immediate Past President
The Immediate Past President shall be the member who last served as President. The Immediate Past President shall serve on the Executive Committee. If there is a vacancy in the office of the Immediate Past President, any previous President may serve the remainder of the term at the pleasure of the President.
Section 6- Secretary
The Secretary shall keep a record of the meetings of the membership and distribute the minutes and other communications to the members as appropriate.
Section 7 - Treasurer
The Treasurer shall oversee the collection and disbursement all funds of the organization under the policies established by the members and shall oversee the maintenance of regular accounts which at all times shall be open for inspection by members.
Section 8 - Terms of Office
The President shall serve one year as President. The First Vice-President and the Second Vice-President shall serve one year in each position. The Past President shall serve one year as Past President. The Secretary and Treasurer shall serve at the pleasure of the President until they resign from their position, or a new person is appointed to the position.
All newly elected and appointed officers shall take office at the beginning of the next fiscal year. If a vacancy occurs in the office of Secretary or Treasurer, the President shall appoint someone to fill the vacancy effective immediately; this person shall serve for the remainder of the fiscal year and may be reappointed to the position.
Article VIII Elections
Section 1 - Election Process
The President, First Vice President/President Elect and Second Vice President shall be elected at the annual meeting.
Thirty days before the annual meeting, the Nominating Committee shall nominate one or more persons for each office to be filled at the meeting. At the meeting, the presiding officer shall give opportunity for nominations to be made from the floor. Upon the close of nominations by motion from the floor, the election of officers shall proceed and persons receiving the majority of votes cast for each office shall be elected.
No member shall be eligible to serve in the office of President, First Vice President/President-Elect, or Second Vice President for more than two consecutive terms. Members are eligible to serve in an officer position two years after the conclusion of their time on the board.
Section 2 - Vacancies
The President shall have the power to fill any officer vacancy by appointment to serve until the end of the term of office.
Article IX Committees
Section 1 - Appointments
The President shall appoint the chair of all committees with the exception of the chair of the Nominating Committee. The President shall appoint the members of all standing committees, with the exception of the Executive Committee, and any ad hoc committees designated by the members or the Executive Committee. The President shall be an ex officio member of all committees.
Section 2 - Standing Committees
The Standing Committees shall be as follows:
1. Nominating Committee
2. Executive Committee
Section 3 - Nominating Committee
Thirty to ninety (30-90) days before the annual meeting the President shall appoint two members to a Nominating Committee chaired by the Immediate Past President or by the President’s designee, who shall nominate to the membership one or more persons for each office to be filled, as prescribed in Article VIII, Section 1.
Section 4 - Executive Committee
The Executive Committee shall consist of the President, First Vice President/President-Elect, Second Vice President, Immediate Past President, Secretary, and Treasurer. The Executive Committee shall make recommendations to the members, carry out such activities as may be approved by the members and delegated by the President, and shall perform other duties as are specified in this constitution and bylaws. The Executive Committee shall meet monthly as needed or at the call of the President or a majority of its members. A quorum of the Executive Committee shall be a majority of Committee members. The Executive Committee shall function as the Board of Trustees as prescribed by the Western Council Articles of Incorporation.
Section 5 - Ad Hoc Committees
The President may appoint ad hoc committees when authorized by a majority of the members or upon concurrence of a majority of the members of the Executive Committee.
Article X Financing
Western Council may solicit, accept, or reject any offers or contracts for funding of activities of the organization and shall exercise supervision over all financial affairs, income, and expenditures. All dues and other receipts shall be deposited in a fund from which remittances may be made by the Treasurer or by a Western Council business office established through a formal agreement with Western Council.
An audit of all accounts or a limited engagement report shall be made upon the election of Treasurer and/or after the completion of the fiscal year. The limited engagement report or audit shall be conducted by a certified public accountant to be selected by the Treasurer and the responsible party directing any formally established Western Council business office. If such an office does not exist, the Executive Committee shall select a certified public accountant.
Article XI Archives
The official archives of Western Council shall be deposited with the Nevada State Library which will serve as the office of record.
Article XII Amendments
Section 1 - Amendments
The Constitution and Bylaws may be amended upon an affirmative vote of two-thirds of the members at any regular or special meeting or via an electronic vote conducted in accordance with these Bylaws provided that the proposed amendments have been submitted in writing and were included in the notice of the meeting sent to all members one month prior to the meeting.
Adopted June 2024