Winnetka Public Library
768 Oak Street
Winnetka, IL 60093 (map)
(847) 446-7220
Northfield Branch
1785 Orchard Lane
Northfield, IL 60093 (map)
(847) 446-5990
The Friends of the Library - Winnetka/Northfield
Constitution and Bylaws
ARTICLE I - NAME
The name of this organization shall be the Friends of the Library -Winnetka/Northfield.
ARTICLE II - PURPOSE
The purpose of this organization is exclusively Charitable and Educational within the meaning of Section 501(c)(3) of the Internal Revenue Code. It shall raise funds to enhance the Winnetka Public Library District in developing and maintaining library services commensurate with the interests and needs of its residents. The disposition of funds raised will be determined by the Friends in consultation with the Library Board and Director.
ARTICLE III - MEMBERSHIP
Section 3.1 - Members
Membership shall be open to any individual, business firm, or community
group interested in furthering the purposes of the organization upon
payment of dues for the current fiscal year.
Section 3.2 - Dues
The dues shall be set annually by the Board of Directors and be payable
for the fiscal year.
Section 3.3 - Voting Rights
Each member, whether as an individual or as a representative of an organization,
shall be entitled to one vote on each matter submitted to a vote of the
members.
ARTICLE IV - MEETINGS
Section 4.1 - Annual Meeting
The Annual Meeting of the members shall be held in April or May for the
purpose of electing officers and directors, presenting annual reports,
and for any other business which may properly come before it. The date
and place shall be determined by the Board of Directors.
Section 4.2 - Special Meetings
Special meetings of the members may be called from time to time by either
the Board of Directors, or by not fewer than twenty-five (25) members
of the organization.
Section 4.3 - Notice of Meetings
Notice of meetings shall be given to members not less than ten (10) days
prior to the date of the meeting. The notice may be mailed to the members,
posted on the library bulletin board, printed in the Source and/or in local
publications. The written notice of the Annual Meeting shall contain the
report of the Nominating Committee referred to in Section 7.1.
Section 4.4 - Quorum
Twenty (20) members, or a majority of the members of the Board of Directors,
shall constitute a quorum for the purpose of any meeting of the members
of the organization.
ARTICLE V - BOARD OF DIRECTORS
Section 5.1 - General Powers
The affairs of this organization shall be managed by its Board of Directors,
hereinafter referred to as the "Board".
Section 5.2 - Number
The number of directors shall be no fewer than eight (8) and no more than
ten (10), six (6) of whom shall be officers of the organization.
Section 5.3 - Meetings
No fewer than three (3) regular meetings of the Board shall be held each
year at times and places set by the Board. Special meetings of the Board
may be called by the President on seven (7) days written notice.
Section 5.4 - Quorum
A majority of the Board shall constitute a quorum.
ARTICLE VI - OFFICERS
Section 6.1 - Officers
The officers shall consist of a President, First Vice-President, Second
Vice-President, Secretary, Treasurer, and Assistant Treasurer.
Section 6.2 - President
The President shall be the chief executive officer of the organization;
shall preside at all meetings of the members and of the Board; and shall
perform all duties incident to that office and such other duties as the
Board from time to time may designate.
Section 6.3 - First Vice-President
The First Vice-President shall perform all duties in the event of absence
or inability of the President to act; and shall perform other duties as
the President and Board may designate.
Section 6.4 - Second Vice-President
The Second Vice President shall be responsible for the recruitment, expansion,
and renewal of membership; shall perform all duties in the event of absence
or inability of the President and First Vice-President to act, and shall
perform other duties as the President and Board may designate.
Section 6.5 - Secretary
The Secretary shall take the minutes and keep a record of the Board, membership,
special, and Annual meetings of the organization; shall be responsible
for all notices in accordance with these bylaws; shall conduct the correspondence
of the organization; shall act as Parliamentarian at all meetings; and
shall perform such other duties as the President and Board may designate.
Section 6.6 - Treasurer
The Treasurer shall maintain the financial records of the organization;
shall collect and receive all monies; shall serve as custodian of these
monies as approved and directed by the Board; shall deposit, temporarily
invest, or disburse these monies upon approval of the Board; shall submit
written quarterly reports to the Board; shall submit a written annual
report; shall arrange an annual audit of the books; and shall perform
other duties as the President and Board may designate.
Section 6.7 - Assistant Treasurer
The Assistant Treasurer shall perform such duties of the Treasurer as
the Treasurer may designate.
ARTICLE VII - NOMINATIONS AND ELECTIONS
Section 7.1 - Nominating Committee
The Nominating Committee shall be composed of four (4) members appointed
by the President with the approval of the Board; shall consist of two
(2) members of the Board and two (2) members from the membership at large;
shall prepare a list of candidates for officers and directors of the
Board to be filled for the ensuing year; and shall post this list on
the library bulletin board ten (10) days before the Annual Meeting.
Section 7.2 - Nominations
Nominations for officers and directors may be made from the floor with
the prior consent of the nominees.
Section 7.3 - Qualifications
Candidates for officers and directors must be members of the organization.
No fewer than two (2) officers and one (1) non-officer director must reside
in the Village of Winnetka; and no fewer than two (2) officers and one
(1) non-officer director must reside in the Village of Northfield or in
the Northfield Township area of the District.
Section 7.4 - Tenure
No member shall serve as an officer on the Board for more than two (2)
consecutive elected terms in the same office. The term of office shall
commence with the Annual Meeting and be for one (1) year or until a successor
has been elected and qualified to serve.
Section 7.5 - Elections
The annual election of officers and directors shall be at the Annual Meeting.
The majority of those qualified to vote and voting shall constitute an
election.
ARTICLE VIII - FINANCIAL ADMINISTRATION
Section 8.1 - Fiscal Year
The fiscal year shall commence on the first day of April in each year.
Section 8.2 - Not-for-Profit Status
This organization shall be a not-for-profit organization. No officer or
director shall receive any salary, stipend, or honorarium for services
rendered to the organization.
Section 8.3 - Financial Records
The account books belonging to the organization shall be open for inspection
upon the reasonable request of any member. A complete written statement
of receipts and expenditures shall be presented at the Annual Meeting.
Section 8.4 - Signatures on Checks
The President, the First Vice-President, and the Treasurer shall be authorized
to sign checks on behalf of the organization. Checks written in the amount
of $100 or less shall require one (1) signature; checks over $100 shall
require any two of the above named officers' signatures.
ARTICLE IX - AMENDMENTS
The bylaws of this organization may be amended by a majority vote of the members present and voting at any duly called meeting. Copies of such proposed amendments shall be mailed to all Board members at least ten (10) days prior to the meeting.
ARTICLE X - PARLIAMENTARY AUTHORITY
Robert's Rules of Order, Revised, when not in conflict with this Constitution and Bylaws, shall govern the proceedings of the Friends of the Library - Winnetka/Northfield.
ARTICLE XI - DISSOLUTION CLAUSE
Upon the dissolution of the organization, the Board of Directors shall, after paying or making provisions for the payment of all liabilities of the organization, dispose of all assets of the organization exclusively for the purposes of the organization in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, or scientific purposes as shall at one time qualify as an exempt organization or organizations under section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of Cook County, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE XII - INUREMENT OF INCOME
No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered.
ARTICLE XIII- LEGISLATIVE OR POLITICAL ACTIVITIES
No substantial part of the activities of the corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation and the corporation shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.
ARTICLE XIV - OPERATIONAL LIMITATIONS
Notwithstanding any other provisions of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
Date of Adoption May 4, 1998