PREAMBLE

The Board of Trustees of the Westchester Library System, hereafter designated as the Board, a corporation created by a charter granted by the University of the State of New York, November 21, 1958, hereby enacts the following Bylaws.

STATEMENT OF PURPOSE

The Westchester Library System is a cooperative public library service agency having as members the 38 public libraries of Westchester County. Its purposes are to enhance the quality of public library service in Westchester County through services provided to its member public libraries and the County's citizens, the promotion of cooperation among its member libraries, the maintenance of a union catalog of the holdings of all of the member libraries, and the provision of interlibrary loan service.

BYLAWS

Article 1. TRUSTEES

Section 1. The WLS Board is composed of fifteen (15) trustees, each of whom is elected for a term of five (5) years. To ensure continuity, three (3) Trustees are elected each year. An Appendix attached to these Bylaws lists the fifteen (15) library districts which the WLS Trustees represent.

Section 2. The principle responsibilities of the Trustees are to appoint a Director for the Westchester Library System, execute fiscal responsibility, and promote public library service in Westchester County. The Trustees also act as liaisons between the System and their respective library districts.

Section 3. New Trustees are elected at the Annual meeting and serve for a term of five (5) years.

Section 4. Any vacancy on the Board shall be filled, for the balance of the unexpired term, by the Board on the recommendation of the area which nominated the original incumbent.

Section 5. Attendance at meetings is a prerequisite for continued service as a Trustee. Three (3) or more consecutive unexcused absences shall be considered grounds for requesting replacement of the Trustee. The decision to replace a Trustee who has three (3) or more consecutive unexcused absences shall rest with the member library or libraries comprising the library district represented by that Trustee.

Section 6. A Proxy may attend Board meetings from time to time, but may not vote in place of the absent member.

ARTICLE II. OFFICERS

Section 1. The officers of the System shall be as follows:

A President
A Vice-President
A Secretary
A Treasurer

Section 2. The President, Vice-President and Secretary shall be elected annually by the Board from its membership.

Section 3. The term of office of all elected officers shall be one year.

Section 4. No member of the Board may serve as President for more than two consecutive years.

Section 5. The Treasurer shall be appointed by the Board but need not be a member of the Board.

Section 6. In addition to the Officers, there shall be a Director. The Director shall be appointed by the Board, and shall serve as Assistant Secretary and Financial Clerk.

Article III. DUTIES OF OFFICERS

Section 1. The President shall preside at meetings of the Board and System. The President shall be authorized to sign checks in payment of obligations of the System as approved by the Board of Trustees.

Section 2. The Vice-President shall preside at meetings and shall perform the other duties of the President in case of the absence or disability of the President. The Vice-President shall be authorized to sign checks in payment of obligations of the System as approved by the Board of Trustees.

Section 3. The Secretary shall have charge of the records of the System and shall keep the minutes of its meetings. The Secretary shall be authorized to sign checks in payment of obligations of the System as approved by the Board of Trustees.

Section 4. The Treasurer shall have charge of the funds of the System insofar as may be allowed by law. The Treasurer shall be authorized to sign checks in payment of obligations of the System as approved by the Board of Trustees. The Treasurer shall keep accurate books of accounts showing receipts and disbursements and shall make monthly reports to the Board and such other reports as may be required from time to time, with the assistance of the WLS staff. The Treasurer shall attend all meetings of the Board but if not a member of the Board, shall have no vote.

Section 5. The officers of the Board who are Trustees shall comprise the Executive Committee. The Executive Committee will perform such duties as are delegated to it by the Board of Trustees, and consult with the Director as necessary between Board meetings, as appropriate.

Section 6. In addition to the foregoing duties, each officer shall have such power and perform such duties as are incumbent upon similar officers in corporate organizations, and such additional powers or duties as may be conferred upon them by the Board.

Article IV. DUTIES OF DIRECTOR

Section 1. The Director shall be the executive and administrative officer of the System, performing such duties as are usually required of Library System Directors and such other duties as the Board may direct. The Director shall attend all meetings of the Board, and may take part in the deliberations, but the Director shall have no vote. The Director shall submit to the Trustees an annual report as to the progress and condition of the System during the current year, accompanying the same with recommendations and suggestions as may seem to be expedient. The Director shall be authorized to sign checks in payment of obligations of the System as approved by the Board of Trustees.

Section 2. The Assistant Secretary shall perform the routine duties of the Secretary, subject to the Secretary’s approval.

Section 3. The Financial Clerk shall keep accurate itemized records of all receipts and payments, classified as required for the annual financial report, and shall make monthly reports to the Board and such other reports as may be required from time to time.

Section 4. An Assistant Director and/or other workers deemed necessary shall be employed by the Director subject to the approval of the Board. The Director shall exercise control over these employees and shall assign to them such duties as the Director shall deem expedient for the efficiency of the System.

Article V. MEETINGS

Section 1. The regular meetings of the Board shall be held on the last Tuesday of each month at a time and place determined by the Board. A quorum shall consist of a majority of the Board members entitled to vote. If it is known in advance that a quorum will not be present at a regular meeting, the meeting may, at the discretion of the President, be held at a time at which a quorum can be present.

Section 2. The annual meeting of the Board shall be held at the regular meeting in January, following the annual meeting of the System, time and place to be determined by the Board, for the purpose of electing officers, reaffirming or amending these Bylaws, reviewing the minutes of the annual meeting of the System, receiving the annual report of the Director, and considering any other business that may properly come before an annual meeting.

Section 3. Special meetings of the Board may be called by the President, or upon request of five Trustees, for the transaction of such business as may be stated in the call.

Article VI. COMMITTEES

Section 1. The entire Board shall serve in lieu of Standing Committees but the President may appoint Special Committees at any time from among the Board members.

Article VII. AMENDMENTS

Section 1. Alterations, amendments or additions to these Bylaws, or the repeal of any thereof, may be made by majority vote of the Board at a regular or annual meeting, provided the changes shall have been submitted at an earlier regular meeting of the Board and a copy of the proposed changes mailed to each Board member at least ten days prior to the meeting at which the vote is to be taken.

Adopted November 25, 1958
Revised November 24, 1959
Revised December 27, 1960
Reaffirmed after Review, September 26, 1978
Revised November 24, 1987
Revised May 31, 1988
Revised October 30, 2001