Polish American Librarians Association
ARTICLE I. NAME AND NATURE
SECTION 1. Name: The name of this organization shall be Polish American Librarians Association, hereafter referred to as PALA.
SECTION 2. Nature: The Association shall be a non-profit and non-political organization of librarians and others interested in supporting Polish American librarianship and library services. The organization is organized exclusively for professional, charitable, cultural or scientific purposes under section 501 (c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code. The organization is incorporated in the state of Illinois.
ARTICLE II. PURPOSE
The vision of this organization shall be:
1. To enhance professional knowledge by developing forums for discussion and networks of communication among library staff working with Polish collections and patrons of Polish origin.
2. To promote understanding and respect among all cultures by expanding the means to access reliable, current information about Polish and Polish-American history and culture.
3. To promote Polish American librarianship and create opportunities for professional development.
4. To provide opportunities for cooperation with other library associations and related organizations.
ARTICLE III. MEMBERSHIP
SECTION 1. Membership shall be open to all individuals and organizations interested in supporting its purposes.
SECTION 2. Membership shall consist of four types: regular, special, organizational and honorary.
SECTION 3. Membership in PALA is ongoing after payment of initial joining dues and continues until member gives notice of desire to end affiliation.
SECTION 4. Members who paid the initial membership dues shall have the rights and privileges of voting and holding office.
ARTICLE IV. ORGANIZATION
SECTION 1. Officers. The officers of the Association shall consist of the following, However, at the discretion of the Board of Directors, the Treasurer and Secretary duties may be combined into the position of Secretary-Treasurer:
A. President, whose duties shall include:
(1) Preside at all meetings of the Association and Executive Board, shall be an ex-officio member of all committees, and shall be empowered to fill all vacancies by appointment in consultation with the Board of Directors.
(2) Manage all the activities of PALA, as well as the coordination and direction of such activities.
(3) Prepare the agenda and notify the members of the Board and general members of forthcoming meetings prior to the date of such meeting.
(4) Prepare and make the correspondence of PALA. Respond to correspondence of PALA in consultation with the Vice-President and maintain files of the current year.
(5) Co-sign with the Treasurer on financial accounts of PALA, as well as exercise authority to appropriate funds and control the expenses.
(6) Present annual budget and report to the Annual Meeting and be the spokesperson, representative, and correspondent for PALA in its external activities.
B. Vice-President, whose duties shall include:
(1) Perform the duties of the President during his/her absence and shall fill the office of President should it become vacant before the next election.
(2) Assist the President in accomplishing the purposes of PALA.
(3) Perform other duties as delegated by the President or Executive Board.
C. Secretary, whose duties shall include:
(1) Record the minutes of the Annual Meeting and any other meeting of the membership or of the Board and submit them to the Board for approval at the next Board meeting with dissemination immediately following.
(2) Maintain a list of members and volunteers for various functions of PALA.
(3) Perform other duties as assigned by the President or Executive Board.
(4) In absence of the President and Vice-President, the Secretary will preside over the Executive Board.
D. Treasurer, whose duties shall include:
(1) Collect dues, keep a record of paid members, maintain an accurate accounting of all receipts and disbursement and make annual status report of the finances of the Association after they have been reviewed by the Board.
(2) Make disbursements only upon the order of the PALA President.
(3) Deposit all monies received in the name of PALA at a bank account.
(4) Authority to handle financial matters of $99.00 or less, while checks greater than $99.00 require the signature of the President.
SECTION 2. Directors-at-Large (representatives of the public, academic, school, and special libraries), whose duties shall include:
(1) Support the efforts of the Executive Board.
(2) Chair a PALA division, committee, or initiative as they arise.
SECTION 3. Webmaster and Graphics Designer (appointed by the Board), whose duties shall include:
(1) Maintain PALA website and graphics.
(2) Serve as advisers to the Board.
SECTION 4. Board of Directors: The Board shall consist of officers of the Association, the Immediate Past President, and five Directors-at-Large appointed for two-year terms from among the general membership.
SECTION 5. Management: The Board of Directors shall serve as the management board of the Polish American Librarians Association. As the decision-making body, it shall act for the Association in the administration of established policies and programs. It shall report on its activities not later than the next meeting of the association.
SECTION 6. A majority shall constitute a quorum of the Executive Board.
ARTICLE V. TERMS OF OFFICE
SECTION 1. The President shall serve for two years as President, and two years as Immediate Past President.
SECTION 2. The Vice-President shall serve for two years as President-ElectSECTION 3. The Secretary and Treasurer, and five Directors-at-Large shall each serve for terms of two years and may serve for an unlimited number of two-year terms.
ARTICLE VI. ELECTIONS, VACANCIES AND RECALL OF OFFICERS
SECTION 1. The full Board, acting as the Nominating Committee of the PALA, shall nominate candidates for service on the Board of Directors.
SECTION 2. Officers of the board shall be appointed by the Board of Directors contingent upon approval by members at the annual meeting.
SECTION 3. The Webmaster, Graphics Designer and any member of the Board, except for the Officers, may be removed for cause by a vote of three-quarters of the members present at a Board meeting where a quorum is present. Any officer of the Board may be removed for cause by a vote of three-quarters present at a duly constituted membership meeting.
SECTION 4. If vacancies occur on the Board, the President in consultation with the Executive Board shall appoint a member to fill the position for the remaining period of term.
ARTICLE VII. MEETINGS
SECTION 1. An annual membership meeting shall be held in the spring. Notices of the general membership meetings shall be distributed to the entire membership.
SECTION 2. All decisions shall be made on the basis of simple majority vote of paid members in attendance unless otherwise stated in these Bylaws. Each PALA member has one vote.
SECTION 3. A slate of candidates nominated by the Board shall be presented at the annual meeting for approval.
SECTION 4. The Board shall have regular meetings to be announced on the PALA website . These shall be open to all PALA members.
ARTICLE VIII. COMMITTEES
SECTION 1. The Board can appoint Special Committees or Task Forces that will support the goals and purposes of the organization. The life of a special committee or task force shall be limited to one (1) year unless the Board shall otherwise provide.
SECTION 2. Each committee shall consist of at least three (3) members. All paid PALA members can volunteer or be nominated to serve on a committee. Appointments to committees will be made by the President in consultation with the Board.
SECTION 3. Standing Committee members shall serve one (1) year terms and shall be eligible for reappointment.
SECTION 4. The duties of the other Standing Committees, Special Committees and Task Forces shall be assigned by the Board.
ARTICLE IX. CHAPTERS
SECTION 1. Five (5) or more members can form a chapter for ease of communication, so that members in one local area can discuss and act on mutual problems and interests; with the approval of the Executive Board.
SECTION 2. A chapter Chairperson, elected by chapter membership, will call all meetings.
SECTION 3. Chapters can meet on their own as needed.
SECTION 4. The chapter may by a majority vote, impose dues as it deems necessary in addition to PALA membership dues.
SECTION 5. The chapter may draw up its own Bylaws, providing that there is no conflict with the PALA Bylaws. The existence and eradication of such a conflict shall be determined by the Board.
ARTICLE X. NAME OF SPONSORSHIP
SECTION 1. All project plans or proposals must be submitted to the Board for review and approval. Final approval of the Board is required before any action and/or implementation is taken with the PALA name used for endorsement.
ARTICLE XI. BOOKS, RECORDS, OFFICIAL ADDRESS, AND AUDIT
SECTION 1. Books and Records: The records of PALA shall consist of its Articles of Incorporation, by-laws and amendments thereto, minutes of all General, Executive Board, and Special meetings, register of members, financial documents, inventories and other such Records.
SECTION 2: Audit of accounts: Before the closing of every fiscal year, the Board, acting as the Finance Committee of PALA, shall audit the books of account, to be presented by the Treasurer to the annual general meeting of the members.
SECTION 3. All records of PALA shall be open to all office bearers; and by advance approval of at least one (1) elected office bearer, to any member subject to allotment of reasonable time and place of examination.
ARTICLE XII. AMENDMENTS
SECTION 1. The Board shall prepare and present bylaws amendments to the membership.
SECTION 2. Amendments shall be approved by a two-thirds (2/3) vote of the voting members.
ARTICLE XIII. DISSOLUTION
In the event of dissolution of the Association, the Officers of the Association, with the approval of general membership, shall after paying or making provisions for the payment of all liabilities of the Association, dispose of all the assets of the Association exclusively for the purpose of the Association, in such a manner or to such organization or organizations organized and operated exclusively for professional, charitable, cultural or scientific purposes as shall at the time qualify as a tax exempt organization under the Internal Revenue Code of 1954, or the corresponding provision of any future United States Internal Revenue Law.
ARTICLE XIV. PARLIAMENTARY AUTHORITY
The conduct of all meetings shall be governed by Robert’s Rules of Order, Revised.
ARTICLE XV. IMPLEMENTATION
This document shall become effective when approved by a two-thirds (2/3) vote of the members present at the annual meeting.
ARTICLE XVI. DEFINITIONS
The term “mail” shall be defined respectively as delivery by post mail, e-mail, or other electronic means.
Adopted April 11, 2010, Chicago, IL
Revised July 18, 2010
Revised October 23, 2011
Revised June 14, 2012
Revised November 12, 2013
Adopted January 21, 2014
Revised April 13,2018
Adopted April 28, 2018