Article I. Name
This organization shall be called "The Board of Trustees of the Great River Regional Library" existing by virtue of the provisions of Section 134.20 of the Laws of the State of Minnesota and the Regional Library Agreement and exercising the powers and authority and assuming the responsibilities delegated to it under said statute and agreement. Great River Regional Library is organized exclusively for educational purposes including for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code or the corresponding section of any future federal tax code.
Article II. Purpose
The purpose of the Great River Regional Library Board of Trustees is to represent the Library to the people and to the governing officials. It is the trustee's obligation to see that adequate funds are obtained for good library service, to promote the best possible use of all library resources in the area, to improve existing services and extend library service to those not previously served.
Article III. Board of Trustees
Section 1. Number and Qualification
The board is composed of 15 members as appointed by their respective County Boards of Commissioners according to the provisions of the regional service agreement and representing the counties of Benton, Morrison, Sherburne, Stearns, Todd and Wright.
Any party with two or fewer trustees is allowed to have an official alternate who in the absence of the official delegate may be seated and have the right to vote. This alternate will be paid per diem by GRRL when voting.
Section 2. Term of Office
The terms of the trustees shall be three years and shall end with the calendar year, provided always, however, that each trustee shall hold office until the successor is appointed. A trustee may serve a total of three three-year terms for a total of no more than nine years of service.
A trustee who has served nine years or a total of three full terms may be reappointed after a one-year lapse of membership.
Section 3. Termination of Trustee's Term
A trustee's term shall terminate immediately in the event such member:
- resigns as trustee; or
- is removed by the appointing authority for misconduct or neglect; or
- ceases to reside for voter qualification purposes within that part of the geographical territory of the party who appointed him or her in which such party levies a tax to provide its contribution to the general operating fund of the library.
Resignation shall be effective upon delivery in writing to the President of the board and the governing body of the appointing party. The governing body of a party may remove a trustee appointed by such party for misconduct or neglect. Trustees who are appointed by virtue of their elected office may be replaced if not re-elected.
Section 4. Disqualifications, Vacancies
Any member who moves out of the political subdivision he/she represents shall be responsible for notifying the Library Executive Director. Upon receipt of such notification, the position shall be declared vacant.
A trustee may be terminated from the board due to excess absences, three consecutive meetings without sufficient reason or without any notification. When any trustee fails to attend at least three consecutive meetings of the board, the board may declare his/her position vacant.
It shall be the duty of the President to notify the appointing governing body of the vacancy. Vacancies on the board shall be reported to the governing body of the party whose appointed trustee has left office and shall be filled for the unexpired term.
Article IV. Officers
Section 1.
Officers of the board shall be chosen at the regular annual meeting of the board and shall be as follows: President, Vice President, Secretary and Treasurer to serve until successors shall be elected and qualified. An officer may succeed himself, provided, however, that a President or Vice President shall not serve more than two consecutive terms.
Section 2. Vacancies
If a vacancy occurs in an office, the board shall select a successor to the office at the next regular meeting who shall serve until the next annual meeting.
Section 3. Duties of Officers
The President of the board shall attend all meetings, appoint all committees and serve as an ex-officio member of such committees, certify all bills approved by the board, authorize calls for special meetings and generally perform the duties of a presiding officer.
The Vice President shall preside in the absence of the President and shall assume the duties of the President in case of a vacancy until the next regular board meeting.
The Secretary shall be responsible for the maintenance of a true and accurate account of all proceedings of the board meetings.
The Treasurer shall receive and be custodian of all money belonging to the Library from whatever source derived. The Treasurer shall be the custodian of all bonds belonging to the Library. The Treasurer will serve on the Finance Committee.
The board may at its annual meeting delegate such custodial duties to the Finance Manager. That person shall be responsible for investments, maintaining cash receipts and disbursements and preparing financial statements.
Article V. Meetings
Section 1. Regular Meetings
A schedule of the regular meetings of the GRRL board shall be kept on file at GRRL's administrative office in St. Cloud, Minnesota. The schedule shall include the date, time and location of the meetings. The schedule of meetings shall also be posted on the principal bulletin board of GRRL located at the St. Cloud Public Library. The regular meetings shall be held in January, March, May, July, September and November. The annual meeting shall be held in January and the schedule of regular meetings for the coming year shall be determined at the September meeting and re-affirmed at the annual meeting. If the board decides to hold a regular meeting at a time or place different from the time or place stated in its schedule of regular meetings, it shall give the same notice of the meeting that is provided for a special meeting.
Section 2. Special Meetings and Work Sessions
Special meetings and work sessions of the Board of Trustees may be called by the President or upon written request of three members for the transaction of business as stated in the meeting request. Notice stating the time and place of any special meeting or work session and the purpose for which called shall be given each member of the Board of Trustees or Executive Committee at least three days in advance of the meeting.
Written notice of the date, time, place and purpose of the special meeting or work session shall be placed on the principal bulletin board of GRRL located at the St. Cloud Public Library at least three days before the date of the meeting. The notice shall also be mailed or otherwise delivered to each person who has filed a written request for notice of special meetings or work sessions with GRRL at least three days before the date of the meeting.
Section 3. Quorum
A quorum for transaction of business shall consist of a simple majority of the membership.
Section 4. Order of Business
The order of business at regular meetings shall be as follows:
- Call to order
- Adoption of agenda
- Approval of minutes
- Public Open Forum
- Approval of bills
- Approval of financial reports
- Consent Agenda
- Communications
- Presentations
- Staff Reports
- Report of committees
- Unfinished business
- New business
- Board Open Forum
- Adjournment
Section 5. Parliamentary Authority
Robert's Rules of Order, latest revised edition, may be used as a guide to govern the order and procedure of the board for all matters not otherwise covered by these bylaws.
Article VI. Committees
Section 1.
In accordance with the regional library agreement, an Executive Committee shall have and exercise in the intervals between regular meetings all the powers of the full board except to:
- Set an annual operating budget and/or;
- Overturn decision(s) which were previously enacted by a majority vote of the full Board.
This committee shall consist of one member from each political subdivision (including board officers) plus the past president if still serving on the board. Meeting times and locations shall be subject to Article V, Section 1 of these bylaws.
Section 2.
Special committees for the study and investigation of special problems may be appointed by the President.
Section 3.
The President shall appoint a Personnel Committee whose duties shall be recommendations to the Board of Trustees on personnel policy and any other matters pertaining to library personnel. The appointed members of this committee shall include the board president who is not to serve as the committee chairperson.
Section 4.
The President shall appoint a Finance Committee to oversee GRRL’s fiscal responsibilities. The committee shall consist of seven (7) voting members, consisting of a commissioner from each of the six member counties, and one citizen-at-large member.
The committee shall include the President and Treasurer who shall participate in all meetings of the Finance Committee. The President and Treasurer shall serve as ex officio members of the committee unless: (1) they also are a county commissioner serving as an official member of the Finance Committee; or (2) if the President or Treasurer is also the designated citizen member of the Finance Committee who can therefore participate as a voting member of the committee. There will never be more than seven (7) voting members of the Finance Committee to ensure that the Finance Committee does not become a quorum of the full Library Board of Trustees. The recommendations of the Finance Committee will be advisory only - all final budgeting decisions are reserved to the full Board of Trustees at a meeting properly called for that purpose.
The Finance Committee shall have the authority to perform the following functions and other duties delegated by the full Board of Trustees:
- Appoint a member to participate in the annual post-audit meeting;
- Assist in preparation of preliminary budget;
- Review final draft of budget;
- Make recommendations regarding requests for expenses in excess of budget;
- Review quarterly and annual financial reports.
Section 5.
The President shall appoint two to three GRRL Board members to the Fund Development Committee whose duties shall be advance fundraising for Great River Regional Library and help build increased financial support from external resources.
Article VII. Duties of the Board
The duties of trustees consist of carrying out the powers given them by Minnesota State Statutes and the regional library service agreement. It is their duty and responsibility to:
- Determine the policy of the library system to ensure the highest possible degree of operating efficiency.
- Select and appoint a competent Library Executive Director.
- Advise in the preparation of the annual library system budget, approve it, and ensure that adequate funds are provided to finance the approved budget.
- Study and support legislation which will bring about improved library service for residents.
- Cooperate with fellow board members by supporting final Board decisions.
- Maintain positive public relations related to Board decisions and actions.
- Review the Great River Regional Library signatory agreement every three (3) years.
Article VIII. Library Executive Director
Library Executive Director
The Library Executive Director shall be considered the executive officer of the board and shall have sole administration of the Library under the direction and review of the board. The Executive Director shall be held responsible for the care of the buildings and equipment; for the employment and direction of the staff; for the efficiency of the library service to the public; and for the operation of the Library under the financial conditions set forth in the annual budget. The Executive Director shall attend all board meetings except when excused.
Evaluation
On an annual basis, the Board of Trustees shall evaluate the job performance and compensation of the Executive Director.
Article IX. Limitations
No member of the board or immediate relative of a board member shall be considered for staff employment. No member of the board or immediate relative of a board member shall use for personal use or profit the resources, business, finances or contracts of the library that are not intended for personal use or profit.
Article X. Travel and Per Diem
Section 1. Travel
Board members will be reimbursed for actual mileage to attend library related meetings and conferences at a per mile rate to be determined by board action and reviewed periodically or at current air transportation rates, if such rates are less than travel cost by vehicle including mileage, lodging, meals, etc., as permitted by state or federal law.
Section 2. Mileage
Board members will be reimbursed for actual mileage to attend library related meetings at a per mile rate to be determined by board resolution and reviewed periodically or at current air transportation rates if such rates are less than travel cost by vehicle including mileage, lodging, meals, etc.
Section 3. Per Diem
Board members may receive a per diem payment, as permitted by state or federal law, for attendance at regular board meetings, special board meetings, executive committee meetings, special committee meetings,and conferences at a rate to be determined by board action and reviewed periodically.
Section 4. Other
Other expenses incurred by Board members related to service on the GRRL Board which are not otherwise addressed in these by-laws should be pre-authorized by the Board to be eligible for reimbursement as permitted by state or federal law.
Article XI. Dissolution
Upon the dissolution of Great River Regional Library, assets shall be distributed to its respective counties for a public purpose, for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future Federal tax code. Any assets not so disposed shall be disposed of by a court of competent jurisdiction of the county in which the principal office of GRRL is located. Disposal shall be made exclusively for exempt or public purposes, or be made to such organization or organizations as the court shall determine to be organized exclusively for such purposes.
Article XII. Amendments
These bylaws may be amended at any regular meeting of the board with a quorum present, by majority vote of the members present, providing the amendment was stated in the call for the meeting.
Article XIII. Precedence
Where these bylaws conflict with state and federal statutes or regulations, or with the library service agreement, said statutes and regulations shall have precedence.
Amendment History
Adopted September 10, 1985
Amended September 10, 1996; May 11, 1999; July 13, 1999; May 9, 2000; May 13, 2003; May 9, 2006; November 10, 2009; March 15, 2011; May 10, 2011; November 15, 2011; September 16, 2014; September 15, 2015; July 18, 2017; September 18, 2018; March 15, 2022; July 18, 2023