ARTICLE I: NAME
The name of this organization shall be the Friends of the Transylvania County Library hereafter referred to as the FRIENDS.
ARTICLE II: PURPOSE
Section 1: The purpose of this organization shall be to maintain an association of persons interested in the Transylvania County Library.
Section 2: The purposes are to be exclusively cultural and educational within the meaning of the Internal Revenue Code 501c (3) or the corresponding provision of any future United States Internal Revenue law.
Section 3: Notwithstanding any other provisions of these articles, the FRIENDS shall not carry on any other activities not permitted to be carried on by an organization exempt from federal income tax law under Internal Revenue Code 501c (3) or the corresponding provision of any future United States Internal Revenue law.
ARTICLE III: MEMBERSHIP
Section 1: Members: Membership in the FRIENDS shall be open to any individual, association, organization or corporation interested in the purpose of the FRIENDS. Membership is active upon payment of the minimum annual contribution as fixed by the Board of Directors.
Section 2: Voting Privileges: Each individual member and a representative of each association, organization and corporate member, in good standing, shall be entitled to one vote on each matter submitted to a vote at any meeting of the members.
ARTICLE IV: OFFICERS, EXECUTIVE COMMITTEE, AND BOARD OF DIRECTORS
Section 1: The elected officers of the FRIENDS shall be a President, a President-Elect, a Secretary and a Treasurer. The President-Elect shall automatically advance to the office of President. These officers shall serve for a term of two years.
Section 2: The Executive Committee shall consist of the elected officers and the Library Director. The Executive Committee shall serve as the nominating committee. It shall be the duty of this committee to nominate candidates for office before the election at the annual meeting in April. Before the election at the annual meeting in April, additional nominations from the floor shall be permitted. Any member is eligible to vote. The Executive Committee shall fill any vacancy in an office for the remainder of the term through appointment.
Section 3: The Board of Directors shall consist of the President, President-Elect, Secretary, Treasurer, Library Director, Adult Service Librarian, and the chairs of the standing committees. The Board shall manage the affairs of the FRIENDS. The President shall be the chair of the Board of Directors. The members of the Board of Directors shall perform the duties prescribed by the FRIENDS and by the parliamentary authority of Robert’s Rules of Order.
Section 4: Board members will notify the President when they cannot attend scheduled Board meetings. Failure to do so for two consecutive meetings will indicate a resignation from the Board. The Executive Board may appoint a member to complete the resignee’s term.
ARTICLE V: FUNDS
Section 1: The Treasurer shall present a budget to the Board of Directors for approval at the November meeting. The FRIENDS fiscal year shall be January 1 to December 31.
Section 2: All funds shall be deposited to the account of the Friends of Transylvania County Library and disbursed by the Treasurer as authorized by the Board of Directors. All expenses not budgeted and approved by the Board of Directors shall be presented to the Executive Committee for approval. However, any amended expenses over $ 1,000 shall be presented to the Board of Directors for approval.
Section 3: In the event of the liquidation or dissolution of the FRIENDS, whether voluntary or involuntary, no officer, Board member, or other individual shall be entitled to any distribution or division of its remaining funds, property or proceeds. The balance of all money and other gifts received by the FRIENDS from any source after the payment of all debts and obligations of the FRIENDS shall be given to the Transylvania County Library or to a tax-exempt association organized for purposes similar to those stated in Article II of these bylaws and within the meaning of Section 501c (3) of the Internal Revenue Code and regulations thereunder as the same now exists or corresponding section of any future tax code.
ARTICLE VI: MEETINGS
Section 1: The Friends Board of Directors regular meetings will be held at a regular day and time specified by the Executive Committee in the months of January, March, May, July, September and November.
Section 2: The Friends shall hold at least one meeting a year of the general membership for the election of officers and to transact other business.
Section 3: The Executive Committee may call a special meeting of the FRIENDS or Board of Directors at any time.
Section 4: The members present at any general membership meeting shall constitute a quorum for the transaction of business.
Section 5: Five members of the Board of Directors, two of whom must be elected officers, shall constitute a quorum at any meeting of the Board of Directors.
ARTICLE VII: COMMITTEES
Section 1: The Library Director shall be an ex-officio member of all committees.
Section 2: The following standing committees and such others as may be hereafter created or deleted by the Executive Committee together with their chairs shall be appointed by the President immediately upon taking office and shall serve until their successors are appointed: Book Room/Book Sales; Publicity; and Membership.
ARTICLE VIII: PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the FRIENDS in all cases to which they are applicable and in which they are not inconsistent with the bylaws and any special rules of order the FRIENDS may adopt.
ARTICLE IX: AMENDMENTS
These bylaws may be amended at any regular meeting of the FRIENDS by a two-thirds vote of the members present, provided that notice of such proposed amendment shall have been given not less than two weeks before said meeting.
Amended April 2023
Amended April 2018
Amended April 2015
Amended April 2013
Amended April 2009