HICKORY COUNTY LIBRARY DISTRICT

Bylaws

Article I: NAME

This organization shall be called the "Board of Trustees of the Hickory County Library District" or the "BOARD", existing by virtue of the provisions of Chapter 182 of the Laws of the State of Missouri, (MRS 1986), and exercising the powers and authority and assuming the responsibilities delegated to it under said statute as citizens of Hickory County, Missouri.

ARTICLE II: OFFICERS

Section 1. The officers shall be a president, vice president, a secretary and a treasurer. These shall be elected from among the appointed trustees at the annual meeting of the Board. Vacancies shall be filled by appointment of the president with approval of the Board, to fill the position until the next annual election.

Section 2. A nominating committee shall be appointed by the president tit= '4‑ prior to the annual meeting who will present a slate of officers at the annual meeting. Additional nominations may be made from the floor.

Section 3. Officers shall serve a term of one year from the annual meeting at which they are elected and until their successors are duly elected.

Section 4. The president shall preside at all meetings of the Board, authorize calls for special meetings, appoint all committees, execute all documents authorized by the Board, serve as an ex‑officio voting member of all committees, and generally perform all duties associated with the office including the right to check signature.

Section 5. The vice president, in the event of the absence of the president, or the vacancy of the office, shall assume and perform the duties and functions of the president.

Section 6. The secretary shall keep a true and accurate record of all meetings of the Board; shall issue notice of all regular and special meetings, and shall perform such other duties as are generally associated with this office, including filing of records.

Section 7. The treasurer shall be the disbursing officer of the Board; sign all checks and shall perform such duties as generally devolve upon the office including preserving the assets of the organization.

ARTICLE III. MEETINGS

Section 1. A meeting shall be held each month for the purpose of approving bills and all other appropriate business decisions. The date and hour to be set by the Board at its prior meeting.

Section 2. The annual meeting, which shall be for the purpose of election of officers and the adoption of an annual report, shall be held at the time of the regular meeting in JULY of each year.

Section 3. The order of business for regular meetings shall include, but not be limited to, the following items, which shall be covered in the sequence shown so far as circumstances will permit:

a. Roll call of members

b. Reading of the minutes of the prior regular meeting and any intervening special meeting. Treasurer’s report, Action on bills, Report of the manager and consultant administrator, Committee reports, Communications, Unfinished business, New business, Guest’s presentations to the Board, Adjournment. Section 4. Special meetings may be called by the secretary at the direction of the president, or at the request of three (3) members, for the transaction of business as stated in the call for the special meeting.

Section 5. A quorum for the transaction of business at any meeting shall consist of three (3) members of the Board present.

Section 6. Conduct of meetings shall be governed by Robert’s Rules of Order.

ARTICLE IV. LIBRARY ADMINISTRATOR AND STAFF

The Board shall appoint a qualified person who shall be the administrative officer of the library on behalf of the Board, and under its review and direction. The administrator shall recommend the appointment and specify the duties of employees and shall be responsible for the direction and supervision of the staff, for the care and maintenance of the physical property, for the proper and adequate selection of books in keeping with the stated policy of the Board, for the efficiency of library service to the public, and for its financial operation within the limitation of its appropriation.

ARTICLE V. COMMITTEES

Section 1. The president shall appoint committees of one or more members each for specific purposes as the business of the Board may require from time to time. The committee shall be considered to be discharged upon the completion of the purpose for its creation and completion of a final report to the Board.

Section 2. All committees shall make a progress report to the Board at each of its meetings.

Section 3. No committee will have other than advisory powers unless, by suitable action of the Board, it is granted specific power to act.

ARTICLE VI. GENERAL

Section 1. An affirmative vote of the majority of all members of the Board present at the time shall be necessary to approve any action before the Board. The president has no voice nor vote, but will be called upon to break a tie vote. All approved actions by the Board shall be covered by the doctrine of "stare decisis", being, not subject to rebuttal.

Section 2. A Trustee absent from three (3) consecutive meetings of the Board will automatically create a vacancy on the Board. Prior notice of the absence, with the approval of the president, can be the exception.

Section 3. The bylaws may be amended by a majority vote of all members of the Board, provided, written notice of the proposed amendment shall have been mailed to all members at least ten (10) days prior to the meeting at which such action is proposed to be taken.

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(Amendments)

Wheatland, Missouri July 21, 1997

TO: The Members of the Hickory County Library Board RE: Proposed Amendment to the By‑Laws

I would like to propose the following amendment to the By‑Laws of the Hickory County Library District:

Change ARTICLE II, Section 2 from the existing language:

"A nominating committee shall be appointed by the president three months prior to the annual meeting who will present a slate of officers at the annual meeting. Additional nominations may be made from the floor." TO READ;

"A nominating committee shall be appointed by the president prior to the annual meeting. This committee will present a slate of officers at the annual meeting. Additional nominations may be made from the floor."

The procedure for amending the by‑laws is described in ARTICLE VI, Section 3:

"The bylaws may be amended by a majority vote of all members of the Board, provided, written notice of the proposed amendment shall have been mailed to all members at least ten (10) days prior to the meeting at which such action is proposed to be taken."

After our discussion today, and study of the procedure for amendment of the by‑laws, it seems that a meeting is necessary in order to complete this process. I am therefore instructing the secretary to call a special meeting for 9:45 a.m. on August 4, 1997, for the sole purposes of voting on this amendment, and, in the event of its passage, appointment of the nominating committee. It is my belief that, because of the Friends of the Library meeting at 10:00 a.m. that day, a quorum will be present and a vote can be taken. If you cannot be at that meeting, please mail your detached ballot‑section of this letter to me at the Hickory County Library, Hermitage, MO 65668 so that it arrives before August 4. If you have any questions, please call me at 282‑6908. The following paragraph from the by‑laws explains the procedure for calling a special meeting: ARTICLE III: Section 4. Special meetings may be called by the secretary at the direction of the president, or at the request of three (3) members, for the transaction of business as stated in the call for the special meeting."

PROPOSED REVISION OF HICKORY COUNTY LIBRARY DISTRICT BYLAWS

Change ARTICLE II: Section 2 to read:

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RESOLUTION OF THE BOARD OF DIRECTORS of HICKORY COUNTY LIBRARY DISTRICT, AMENDING ITS BY‑LAWS.

Be IT RESOLVED BY THE BOARD OF DIRECTORS OF THE HICKORY COUNTY LIBRARY DISTRICT, As FOLLOWS:

Section 1. The following sentence in Article VI, Section 1 of the Bylaws of the Hickory County Library District is hereby repealed:

The president has no voice nor Vote but will be called upon to break a tin vote.

Section 2. All provisions of the present By‑Laws not inconsistent herewith are ratified and affirmed.

section 3. This resolution shall be posted with a complete set of the current By‑laws for public view.

Section a. This resolution will be in full force and effect from and after its passage and approval.

PASSED, APPROVED and ADOPTED by the Board of Directors of Hickory County Library District, this 8th day of April, 2002.

(SEAL)

ATTEST:

Nancy Underwood, Secretary

HICKORY COUNTY LIBRARY DISTRICT

By:

CERTIFICATION

Doric Frye, President

I, the undersigned, secretary of Hickory County Library District, do hereby certify that this district, on the 8th day of April, 2002, had five Directors and that a quorum was present at a meeting of the Board or Directors duly called and held on said dates that the foregoing resolution was duly adopted at said melting, and that said resolution is reflected in the official minutes of said meeting and that said resolution has not barn rescinded or amended in any way. '

Dated this 8th day of April, 2002.

(SEAL)

Nancy Underwood, Secretary