Helpful Information for Meeting Minimum Public Library Standards

Written Bylaws

Each library...is governed by written bylaws which define the structure and governing functions of the library board of trustees, and which shall be reviewed and re-approved by the board of trustees at least once every five years or earlier if required by law.                                           

WHY ARE BYLAWS NECESSARY?                              

Written bylaws clarify the rules by which the board of trustees operates and governs the library. They set the procedures for the smooth running of board business. As membership on the board changes over time, specifics and agreements may be forgotten. Bylaws are essential to assuring continuity and preventing disagreements and misunderstandings. Bylaws need to be reviewed and updated at least once every five years or earlier if required by law.

WHAT IS THE DIFFERENCE BETWEEN THE BOARD'S BYLAWS AND THE LIBRARY'S CHARTER?

The bylaws are the rules and procedures by which the Board of Trustees functions. The charter is a legal document from the Board of Regents that incorporates the library, making it an education corporation that must meet certain standards of operation. The bylaws must be consistent with the current charter, Education Law, and the Education Commissioner's Regulations.

WHAT DO BYLAWS TYPICALLY CONTAIN?

Bylaws usually cover such items as type of library and service area; number of trustees; terms of office of trustees; officers, duties and responsibilities; meeting frequency (e.g., third Monday) and rules (e.g., what is a quorum, order of business, filling vacancies on the board, trustee attendance, etc.); committees (e.g., standing committees, how committee members are appointed, ad-hoc committee procedures, etc.); conflict of interest; the library director’s duties and responsibilities; and amendment procedures.

TRUSTEE ATTENDANCE AND THE BYLAWS?

One of the responsibilities of every trustee is to attend Board meetings and to be engaged in the decision-making process. Education Law Section 226 states that “If any trustee shall fail to attend three consecutive meetings without excuse accepted as satisfactory by the trustees, he shall be deemed to have resigned, and the vacancy shall be filled.”

idea graphicHELPFUL TIP: Add a sentence or two on how a Board will handle a situation where a trustee is not fulfilling his/her duties and responsibilities. For example, a Board member who missed 50% of Board meetings within a year without providing an excuse will be asked to submit their resignation. It is up to each Board to define what is an acceptable “excuse” in their bylaws.

WHAT DOES THE CHARTER CONTAIN?

The charter typically covers such items as name and location of the education corporation (in this case, the library); the names of the board members at the time of incorporation; the date the Regents approved the charter; the number or range of trustees and the length of their terms. The charter should also include the library's service area; the IRS 501(c)(3) language for not-for-profit corporations; language designating the Commissioner of Education as an agent of the corporation upon whom process in any action or proceeding against it may be served; and amendments. To change any of these elements requires a charter amendment approved by the Board of Regents. These elements cannot be changed by the Board in the bylaws.

idea graphicHELPFUL TIP: If the library’s current charter does state a range of trustees (e.g., 5 to 15), the Board can change the number of trustees at any time by amending the bylaws. However, if the charter states a specific number of trustees (e.g., 7 trustees), the Board may not change the bylaws without amending the charter first.  It is advisable to amend the charter to state a range of trustees.  Libraries should first contact their library system to discuss any proposed charter-related actions. Then either the library or library system should contact State Library staff who will provide appropriate forms and assist in their proper completion.

idea graphicHELPFUL TIP: It is also advisable that a Library with a range in its charter institutionalize a vote at the Annual Board organizational meeting to confirm the number of trustees for the coming year.

SHOULD BYLAWS BE MADE AVAILABLE TO THE COMMUNITY?

 Yes.  Current, board-approved bylaws are required to be publicly available online (See Standard 11: Provides access to current library information) and the library should also have printed copies available for public distribution.  Online and printed bylaws provide the community with transparency and accountability about library operations.

WHERE CAN THE LIBRARY GO FOR HELP?

Below is a typical example of library bylaws. Consult the Library System for further advice or assistance in developing bylaws.

idea graphicHELPFUL TIP: Provide a copy of the Library Bylaws to new trustees and ask them to review them.  Many successful boards also schedule a formal new trustee orientation with the Library Director and the Board President that includes a Bylaws review on the orientation agenda.

SAMPLE BYLAWS (from the Handbook for Library Trustees of New York State: 2018 Edition, p. 90-94)]

This material is presented for illustrative purposes only. Each library should adapt their bylaws to suit their particular needs and circumstances. Bylaws must align with the library’s charter and enabling legislation (if applicable). These bylaws are based on a typical association library legal structure.

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Last Updated: November 30, 2018