Special
Interest Section MODEL BYLAWS
May 1994 revision
AALL Committee on Constitution and Bylaws
INTRODUCTION
These model bylaws are
intended to be a guide to new special interest sections drafting a governing
document or existing special interest sections amending an existing document
and for the AALL Committee on Constitution and Bylaws when reviewing the
governing documents of special interest sections. The first set of model special interest section bylaws was
published in the March 1977 AALL
Newsletter (v.8, no.3). The model
bylaws were revised in 1982/83, and that version was printed in subsequent
editions of the SIS Handbook. Recent changes in AALL policies or
refinements to AALL constitutional interpretation have necessitated this second
revision.
A special interest section
may be formed upon approval by the AALL Executive Board of a petition signed by
50 AALL voting members, provided that the group has functioned as an informal
caucus for at least three years prior to making the request. The application should include the bylaws of
the proposed special interest section.
However, members considering the creation of a new special interest
section should seriously consider whether one is truly necessary. One should be certain that, not only are
there a good many people who share a particular interest and will actively
participate in the special interest section's efforts, but also that no
existing special interest section is willing, or able, to cover this
interest. An extremely small, narrowly
focused special interest section is not likely to be the most effective vehicle
for pursuing its goals.
The special interest
sections are governed at the most basic level by the article entitled "Special
Interest Sections" in the AALL Bylaws. Members responsible for drafting special interest section bylaws
should read AALL Bylaws carefully, noting in particular that 1) their
own bylaws must not conflict with the AALL Bylaws, and, 2) newly created
or amended bylaws must be transmitted to the AALL Constitution and Bylaws
Committee for review.
The model document
recommends, rather than requires, specific language. However, in order to lessen the chance of conflict with the AALL Bylaws,
the constitution and/or bylaws of the special interest section should be as
similar in terminology to the AALL documents as is feasible. In other cases, use of language included in
the model could help avoid conflict.
The sources for language used in the model special interest section
bylaws include the AALL Bylaws, various existing special interest
section documents, and Sturgis Standard
Code of Parliamentary Procedure.
The order in which the articles of the model bylaws are arranged follows
the order of sample bylaws in Sturgis.
Because of the
variation in practice from one special interest section to another, alternative
provisions are often supplied. However,
the model is meant to be a guideline rather than an exhaustive statement of permissible
language. In addition to sample
language for use in a special interest section's documents, the committee has
provided comments for many of the model bylaw provisions. The comments are intended to facilitate use
of this model. Any questions about the
comments or the text of the model, as well as any suggestions, should be
addressed to the AALL Committee on Constitution and Bylaws.
MODEL BYLAWS
Article I: NAME
Section 1. The name of this special
interest section of the American Association of Law Libraries (AALL) shall be
the
Comments: The purpose
of this article is to identify the group clearly. In light of the number of AALL chapters and their increasing use
of acronyms, the AALL special interest sections are strongly urged to include
the words "Special Interest Section," "Section" or
"SIS" as part of their established name.
Article II: OBJECT
Section 1 (ALTERNATIVE 1). The object
of the Section shall be:
To provide a forum for the
exchange of ideas and information on ; and to represent its
members' interests and concerns within the AALL.
Section 1 (ALTERNATIVE 2). The object
of the ___________________________________
Section shall be: To disseminate information on _____________
to the AALL membership; to further the continuing education of law librarians
in the area of ______________; to promote the effective and creative use of
______________ in law libraries; to work in cooperation with similar special
interest groups in other associations or organizations.
Section 2.
The special interest section
shall conduct its affairs in conformity with the Constitution and Bylaws of the
American Association of Law Libraries.
Comments: Object clause statements which imply that
the special interest section will officially represent the interests of its members
to the outside world should not be included.
The special interest sections are certainly natural sources of advice
within the AALL, and their expertise should be made available to AALL
representatives, but it is the latter who are authorized to speak for AALL
members. As subdivisions of the AALL,
special interest sections should not attempt to speak as an independent entity
on an issue to some third party.
Article III: MEMBERSHIP
Membership shall be open to
any AALL member requesting affiliation with the Section as provided in the AALL Bylaws. Membership shall be renewable each year.
Comments: Special
interest section membership is defined by article 7, section 2, of the AALL Bylaws. It currently states that individual active
members, designated institutional members, individual associate members,
institutional associate members, retired members and student members may
affiliate with one or more special interest sections upon payment of an annual
fee. Incorporating the AALL provision
by reference is advisable since such incorporation obviates the need for
revision, should the specifics of that AALL provision change.
Article IV: OFFICERS
Section 1. Officers.
(ALTERNATIVE 1)
The officers shall consist
of a chair, vice chair/chair‑elect, and a secretary/treasurer.
Section 1. Officers. (ALTERNATIVE 2).
The officers shall consist
of a chair, a vice chair/chair-elect, a secretary/treasurer, and two
members-at-large.
Comments: A special
interest section might prefer to have a secretary and a treasurer (two separate
positions), and/or a newsletter editor, education coordinator, or other
officers. The alternatives shown above
are, however, the most commonly used.
Section 2. Duties of
Officers. (ALTERNATIVE 1).
The chair, vice chair/chair‑elect,
and the secretary/treasurer shall perform the duties usually pertaining to
their respective offices, and such other duties as may be assigned by the
executive committee or the membership.
Section 2. Duties of Officers. (ALTERNATIVE 2).
(a) Chair. It shall be the duty of the chair to
coordinate all business and projects through the executive committee of this
special interest section; appoint members to the committees of the special
interest section; prepare a column for each issue of the special interest
section's newsletter; act as liaison to the AALL Executive Board through the
SIS Council; prepare required reports for and correspondence with the AALL
executive director, as appropriate.
(b) Vice Chair/Chair-Elect. It shall be the duty of the vice
chair/chair-elect to work with the executive committee; to solicit and develop
program ideas; and any other duties delegated by the chair.
(c) Secretary/Treasurer. It shall be the duty of the
secretary/treasurer to maintain all written and financial records of the
special interest section, including the taking and reporting of minutes of
business meetings; manage the budget; mail ballots for annual elections and
tabulate the results; and prepare reports as required.
Comments: The special interest section should consider
carefully whether it wishes to include specific officer duties in the bylaws,
rather than using the special interest section procedures manual for this
purpose. If there is a need to
redistribute the duties, whether temporarily or permanently, this might be more
difficult to effect if the duties are so explicitly spelled out in the bylaws.
Section 3. Terms of Office. (ALTERNATIVE 1)
The vice chair/chair-elect
shall serve a two-year term, the first year as vice chair, and the second year
as chair. A new vice chair/chair-elect
shall be elected each year. The
secretary/treasurer shall serve a two-year term, and shall be elected every
other year. Officers shall serve until
the adjournment of the annual business meeting.
Section 3. Terms of office. (ALTERNATIVE 2)
The vice chair/chair-elect
shall serve a two-year term, the first year as vice chair, and the second year
as chair. A new vice chair/chair-elect
shall be elected each year. The secretary/treasurer
shall serve a two-year term, and shall be elected every other year. The members-at-large shall serve two-year
terms, with the terms staggered so that one new member-at-large assumes office
each year. Officers shall serve until
the adjournment of the annual business meeting.
Comments: A special
interest section may decide to establish one-year terms for the secretary and
treasurer, or for the members-at-large if there is such a position. But the patterns above are the most common
for lengths of term.
Section 4. Nominating Committee.
There shall be a nominating
committee appointed by the executive committee, to consist of three (3)
members, none of whom shall be a member of the executive committee, and none of
whom shall be a candidate for office at the succeeding election. Each member of the committee shall serve for
a term of one year. The chair of the
committee shall be designated by the executive committee.
Section 5. Nominations.
(a) (ALTERNATIVE 1). The nominating committee shall nominate one candidate for each
office.
(a) (ALTERNATIVE 2). The nominating committee shall nominate at least two candidates
for each office.
Comments: Current nomination and election procedures
vary among the different special interest sections. The major differences in these current practices are reflected in
the alternatives presented here. The
number of candidates nominated varies for both philosophical and practical
reasons; i.e., whatever one's attitude towards an uncontested race, smaller
special interest sections may not want to subject too many members to elections
too frequently.
(b) (ALTERNATIVE 1). All candidates must be members in good standing of the special
interest section.
(b) (ALTERNATIVE 2). Only those special interest section members holding individual or
designated institutional membership in AALL are eligible to hold office.
Comments: Special interest sections may choose to
restrict certain categories of their members from eligibility to hold office,
or not. Although individual associate,
institutional associate and student members are not permitted to hold
national-level AALL office, the Committee on Constitution and Bylaws has
interpreted the AALL bylaw provision that "each section shall be empowered
to adopt bylaws for its own governance" to mean that the special interest
sections may allow these types of members to hold office at the special
interest section level, without being in conflict with AALL Bylaws. If there is no statement to the contrary in
the special interest section's bylaws, it will be presumed that any person
eligible to join the special interest section is also eligible to hold office
in that special interest section.
(c) Names
of candidates, together with their written acceptances, shall be presented by
the nominating committee to the chair in sufficient time to enable the chair to
inform the members of the nominations, by mail; this may be done by
announcement printed in a newsletter mailed to all members of the special
interest section.
(d) Further nominations may be
made upon written petition of five (5) members. Such petitions, with the written consent of the nominees, should
be filed with the secretary/treasurer, who prepares an official ballot, including
nominations by petition.
(e) The secretary/treasurer shall mail a copy of
the ballot to each member of the special interest section. Marked ballots shall be returned to the
secretary/treasurer by a specified deadline.
The candidates receiving the largest number of votes shall be elected
and shall be so reported at the special interest section's annual meeting, at
which time the ballots shall be destroyed.
All candidates shall be notified of the results of the election at the
earliest possible time.
Comments: The special interest sections must conduct their elections by
mail, rather than at the AALL annual meeting, because beginning in 1992, the
AALL Executive Board has required that the elections of all new special interest
section officers be completed no later than two months before the AALL annual
meeting.
(f) All of the above procedures must be
scheduled and executed so that elections are completed at least two (2) months
prior to the date of the AALL annual meeting.
Comments: Some special
interest sections have indicated specific dates (e.g., March 1, April 1, April
15, May 10) as the deadlines for completion of the steps described in
subsections (c)-(e) above. Although
these dates are sufficient to guarantee that elections are completed about 60
days before the AALL annual meetings that are scheduled through 1998, there is
no certainty that the AALL meetings after 1998 will always occur in the second
week of July. To avoid the necessity of
revising bylaws to change specific dates, then, the use of the general
provision shown in subsection (f) is recommended.
(g) (ALTERNATIVE 1). In case of a tie vote, a run‑off election shall be held at
the annual business meeting. Run‑off
elections shall be by secret ballot. The ballots shall be immediately counted
and the candidate with the largest number of votes declared elected.
(g) (ALTERNATIVE 2). In case of a tie vote, a run-off election shall be held by
special mailing.
(h) (ALTERNATIVE 1).
The occurrence of a vacancy
in the position of chair shall be filled by the succession of the present vice
chair/chair‑elect to serve as chair until the next scheduled election of
special interest section officers. The
occurrence of a vacancy in the position of vice chair/chair‑elect or
secretary/treasurer shall be filled by a special election conducted by the
nominating committee. The person elected by special election shall serve in
this position for the duration of the term of office.
(h) (ALTERNATIVE 2).
All vacancies in offices
shall be filled by the executive committee for an interim term until the next
regular election of officers, at which time said vacancies shall be filled by
election, except that the vice chair/chair-elect shall automatically become
chair upon a vacancy in such office and shall continue in that office until the
expiration of the term for which that person was originally elected to serve as
chair.
Comments: The
occurrence of vacancies in offices should be anticipated. In considering the alternatives, drafters
should carefully consider whether the special interest section wants to be
compelled to hold a special election.
The effort involved in such a special election might not be justified,
especially if the next regular election is imminent.
Article V. MEETINGS.
Section 1. Annual meeting.
There shall be an annual
meeting of the _____________________________________ Section, preferably held
in connection with, or during the annual meeting of AALL. The scheduling of the annual meeting during
the annual meeting of AALL shall be cleared with the annual meeting program
chair, or as otherwise provided in the AALL Bylaws. Meetings shall be open to all members of the
association (AALL), but no person may vote in any meeting who is not a special
interest section member in good standing.
Comments: The second
sentence of the article serves as a reminder to special interest section
officers of the AALL Bylaws requirement (article 7, section 5) which it
essentially restates.
Section 2. Quorum. (ALTERNATIVE 1)
A quorum shall consist of
___ members.
Section 2. Quorum. (ALTERNATIVE 2)
A quorum shall consist of
ten percent of the members of the special interest section. The number of members required for a quorum
shall be established annually by the officers of the special interest section,
dependent upon the number of registered members as of the first day of each
calendar year. A quorum will become
effective April 1 and remain in effect until the following March 31.
Section 2. Quorum. (ALTERNATIVE 3)
A quorum shall consist of
the members present at the meeting.
Comments: If no quorum is fixed, then any number of
members at the meeting can validly conduct business. Sturgis recommends a fixed number, as opposed to a
percentage of the membership, because the latter should require an official, up‑to‑date
certification of the number of members, and could easily become more trouble
than it's worth. In favor of a quorum,
it can be said that no business should be conducted if a minimum number of
members is not present; indeed, the failure of even a small number to attend
calls into question the viability of the group. On the other hand, various types of business can be conducted by
mail, and the location of some annual meetings, and competing activities, may
make obtaining a quorum problematic, even when a group has a reasonable number
of interested members.
Article VI. EXECUTIVE
COMMITTEE.
There shall be an executive
committee consisting of the officers named above and the immediate past‑chair.
Comments: The term "executive committee,"
rather than "executive board" is suggested in order to eliminate
possible confusion with the AALL Executive Board. The responsibilities of the executive committee might be spelled
out in greater detail.
Article VII. COMMITTEES. (ALTERNATIVE 1)
There shall be such standing
or special committees as the executive committee, or the membership, shall
create.
Article VII. COMMITTEES. (ALTERNATIVE 2)
There shall be a Standing
Committee on _____________________, and a Standing Committee on
_______________________. There shall be
such other standing or special committees as the executive committee shall
create, or shall be created by a majority vote of those present and voting at
an annual meeting of this special interest section. Unless otherwise provided, committee chairs shall be designated
by the chair of this special interest section.
Comments: The special interest section might want to
specify which committees, as well as the method of choosing committee chairs,
i.e., election or appointment. If the
terse wording of alternative 1 is used, however, the special interest section
can provide more details in its procedures manual, which can be modified more
easily than the bylaw provision.
Article VIII: PARLIAMENTARY
AUTHORITY
Sturgis Standard Code of Parliamentary Procedure, in the latest edition,
shall govern all deliberations of the special interest section.
Article IX: AMENDMENTS
Section 1. (ALTERNATIVE 1). These bylaws may be amended at the annual meeting of the special
interest section, by a two-thirds vote of the members present, assuming a
quorum is present. Any amendment must
be presented to the AALL Committee on Constitution and Bylaws for review.
Section 1. (ALTERNATIVE
2). These bylaws may be amended at the annual
meeting of the special interest section, by a majority vote of the members
present, assuming a quorum is present.
Any amendment must be presented to the AALL Committee on Constitution
and Bylaws for review.
Section 1. (ALTERNATIVE
3). These bylaws may be amended by a two-thirds
majority of the votes cast by a mail ballot conducted by the
secretary/treasurer. Any amendment must
be presented to the AALL Committee on Constitution and Bylaws for review.
Comments: Although Robert's does recommend
that a two-thirds majority be required to amend bylaws, some special interest
sections have allowed the approval by a simple majority of those attending the
annual meeting. Requiring a mail ballot
increases the opportunity for more special interest section members to
participate in decision making; with careful planning, the bylaws amendment
ballot can be mailed with the officers' election ballot, to save postage and
address label expenses.
Comments: Amendments to the special interest section's
bylaws are presented to the AALL Constitution and Bylaws Committee after
the amendments have been passed by the special interest section members. That committee reviews the amendments to
make certain that there is no conflict or inconsistency with the AALL Constitution
or AALL Bylaws. If the special
interest section desires a review of the proposed new language before
the notice is sent out and the vote taken, an advisory opinion may be requested
from the Constitution and Bylaws Committee, but this would not preclude the
necessity for an official review after the amendments have passed.
Section 2.
Notice of proposed
amendments shall be mailed to the special interest section's members, or be
published in the special interest section's newsletter, 30 days in advance of
the meeting, or of the mailing of ballots.
Comments: Adding the requirement of a 30 day notice by mail is strongly
recommended. This is particularly
important for those special interest sections that vote on bylaw amendments at
their annual meeting; any member who feels strongly about a proposed change
might then attend the meeting, even if he/she hadn't previously planned to do
so.