Model Bylaws for Sections
Conventions used to provide for variation, explanation, required content, etc. in Chapter or Section Bylaws are explained below. If further assistance in using the Model Bylaws is needed, please contact the MLA Bylaws Committee.
- An underscore with nothing over it, ________, shows where words should be inserted by the bylaws writers; they are blanks to be filled in an, in most cases, something is needed in these places. The words filled in do not remain underscored.
- Parentheses, ( ), are used for (permitted variation) or (alternative choice of words) or for actual (parenthetical expressions).
- Brackets, [ ], are used to [quote the MLA bylaws or Robert's Rules of Order, and or to cite them], or to provide [direction to bylaws writers].
- Where words are underscored they must appear in the Section or Chapter bylaws literally as given (e.g., a Chapter of the Medical Library Association, Inc. must follow the name of the organization. Note: to reduce confusion, there are no links within the bodies of the model bylaws documents.
Section Model Bylaws
A SECTION OF THE MEDICAL LIBRARY ASSOCIATION, INC. BYLAWS
ARTICLE I. Name
The name of this organization shall be _________________________________, a Section of the Medical Library Association, Inc. ["Any appropriate name may be chosen for Sections. The phrase 'a Section of the Medical Library Association' shall follow the Section name when this fact is not clearly evident in the name chosen." Art. XI, Sec. 2]
ARTICLE II. Purpose
The purpose of this Section shall be to ______________; to ____________; and to ____________ . ["The stated purpose of the Section is consistent with and related to purposes stated in the Association's Certificate of Incorporation and Bylaws and its activities are consistent with these purposes." Special Rules of Order of the Medical Library Association, Incorporated. #3A]
ARTICLE III. Membership
Section 1. Members
All and only members of MLA may belong to this Section. ["Only Association members may organize and function as Sections." Art. XI, Sec. 1A]
Section 2. Rights and Privileges
A. Voting members of this Section shall consist of all members, except that only Voting Members of the Medical Library Association shall be qualified to move or to vote on recommendations to the Section Council regarding MLA policies or actions, and to vote on the selection of a candidate for the MLA Nominating Committee. ["Sections shall not take direct action with respect to Association business or in the name of the Association, but may make recommendations to the appropriate Council regarding Association policies or actions. Only voting members of the Association shall be qualified to move or to vote on such recommendations." Art. XI, Sec. 8.
B. Officers of this Section shall be Voting Members of the Medical Library Association. [Art. XI, Sec. 6]
Section 3. Dues
A. Dues shall be determined by a majority vote of those present and eligible to vote at ________ Meeting of the Section. Dues shall be assessed on an annual basis for the period of the calendar year. Section dues shall not exceed MLA membership dues for Regular Members. ["Sections may establish such dues as they deem necessary to carry out their activities, provided that such dues shall not exceed Association membership dues for Regular Members." Art. XI, Sec. 7]
B. Section dues shall be payable on joining the Section and thereafter at the same time as are Medical Library Association dues.
C. If dues are unpaid by __________, the dues shall be considered in arrears and without further notice the member shall be suspended from all rights and privileges.
ARTICLE IV. Officers
Section 1. Officers and Term of Office
A. Elective officers of the Section shall be a Chair, a Chair-Elect, an Immediate Past Chair, and a Secretary-Treasurer [these may be separate].
B. The term of office of the Chair shall be ___ year(s) as Chair-Elect, ___ year(s) as Chair, and ___ year(s) as Immediate Past Chair. No one may serve more than ___ successive term(s) as Chair-Elect/Chair/Immediate Past Chair.
C. The term of office of the Secretary-Treasurer [if separate offices, provide for each in separate subsections] shall be ___ year(s). An individual may not serve more than ___ successive terms as Secretary-Treasurer.
D. The Immediate Past Chair and Chair shall represent the Section on Section Council. The Immediate Past Chair shall be the Voting Member of the Council. The term of office to the Section Council shall be two years, the first year in their role as Section Chair and the second year in their role as Section Immediate Past Chair. [Art. XII, Sec. 3A, 3B, 3C]
E. Elected officers shall take office at the close of the MLA Annual Meeting following their election and serve, unless they resign, die, become incapacitated, or are removed, until the close of the MLA Annual Meeting at the end of their terms of office or until their successors are elected and assume their duties. [Art. IV, Sec. 1B]
Section 2. Duties
A. The duties of the Chair shall be to preside over all meetings and to represent the Section at all times and on all occasions not in conflict with any other officer's defined duties and responsibilities, to serve as a member of Section Council [Art. XII, Sec. 3A., B.], to ____________, to ____________, to submit an Annual Report to MLA Headquarters by the date requested ["Annual Reports shall be submitted to Headquarters by each Section; these shall be incorporated into the Annual Report of the Medical Library Association." Art. XI. Sec. 10], and to perform all other duties prescribed by these Bylaws and by the parliamentary authority adopted by the Section. A Parliamentarian may be appointed by the Chair to serve a term concurrent with that of the Chair. This person may be reappointed to serve additional terms. [This is meant to be permissive, not a requirement, and the term should be up to the organization. It is suggested that the Parliamentarian serve as an ex-officio member of the Bylaws Committee should one be established.]
B. The duties of the Chair-Elect shall be to serve as Chair whenever the Chair is not able to do so, to ____________, to ______________, to ____________, and to perform all other duties prescribed by these Bylaws and by the parliamentary authority adopted by the Section. [Provide for duties of the Immediate Past-Chair in a separate subsection if this position was included in Section 1.]
C. The duties of the Immediate Past Chair shall be to represent the Section on the MLA Section Council by attending the meetings of the Council, to represent the Section's interests during discussions, make motions, debate, and vote on Council issues on behalf of the Section, to transmit to the Council recommendations that have been approved by the Section, to communicate Council business to the officers and membership of the Section, to _____________, and to _____________. [Art. XII. Section 3.B.]
D. The duties of the Secretary-Treasurer [if separate offices, provide for each in separate subsections] shall be to be responsible for incoming and outgoing correspondence, to prepare minutes of all meetings, to receive and account for all monies due to the organization, to ____________, to ____________, to ____________, and to perform all other duties prescribed by these Bylaws and by the parliamentary authority adopted by the Section.
Section 3. Nominations and Elections
A. The Immediate Past-Chair shall chair the Nominating Committee and appoint at least two section members to serve on the committee.
B. A slate of one or more nominee(s) shall be prepared annually for the offices to be filled.
C. Ballots shall be distributed by the Nominating Committee and returned to a member of the Nominating Committee in time for the results to be declared on or before February 15. A majority vote elects unless there are more than two candidates, then a plurality shall elect.
Section 4. Vacancies
A. A vacancy arising in the office of Chair shall be filled by the Chair-Elect, who shall cease to be Chair-Elect, shall serve out the unexpired term of the Chair, and shall continue as Chair for the full succeeding term to which he or she was elected.
B. When the Immediate Past Chair is unable to attend the Section Council meeting, the Section Chair may vote. When neither the Section Immediate Past Chair nor the Section Chair is able to attend the Section Council meeting, a Section may appoint another Section officer as the proxy who will represent the Section's interests during discussions, make motions, debate, and vote on Council issues on behalf of the Section. Appointment of a proxy must follow the guidelines developed by the Section's Board of Directors. [Art. XII, Sec. 3.B.]
C. A vacancy arising in any other elected office shall be filled by the Executive Board.
Section 5. Candidate for the MLA Nominating Committee Membership
A. The name of one Voting Member of the Medical Library Association, chosen ________ [specify method of selection, e.g., by Nominating Committee, by Executive Board, etc.], shall be submitted each year to the Section Council as a potential candidate for membership on the MLA Nominating Committee by the date previously announced by the Council. The potential candidate shall prepare a biographical statement and a signed statement of willingness-to-serve if elected as a member of the MLA Nominating Committee. This statement shall accompany the name submitted. [Art.V, Sec. 2A]
B. No person shall consent to being a potential candidate or a candidate for membership on the MLA Nominating Committee who is already such a potential candidate or candidate from some other unit of the Medical Library Association; no candidate for membership on the MLA Nominating Committee shall also be a candidate for an elective office of the Medical Library Association, or vice versa. [Art. V, Sec. 2D]
C. No one shall serve on the MLA Nominating Committee as a voting member for more than one term during a period of five years. [Art. V, Sec. 1C]
ARTICLE V. Meetings
Section 1. Meetings
At least one meeting shall be held in each fiscal year. Additional meetings may be held. One meeting of the Section shall be called the "Annual Meeting." All meetings shall be held at a time and place convenient for members. Notice of all meetings shall be disseminated to the membership at least thirty (30) days in advance of the meeting date. The Section's Business Meeting shall be held during the same period and at the same location as the Association's Annual Meeting. No Section meetings shall be held at the same time that General Sessions or Business Sessions of the Association's Annual Meeting are conducted. [Art. XI, Sec. 9]
Section 2. Quorum
____________ shall constitute a quorum of this Section. [An absolute number is preferred. "In an ordinary society ... a provision of the bylaws should specify the number of members that shall constitute a quorum, which should approximate the largest number that can be depended on to attend any meeting, except in very bad weather or other extremely unfavorable conditions." [Refer to the current edition of Robert's Rules of Order.]
ARTICLE VI. Executive Board (or Board of Directors)
Section 1. Executive Board (or Board of Directors)
The elected officers of this Section shall constitute the Executive Board (or Board of Directors).
Section 2. Duties
The Executive Board (or Board of Directors) shall have general supervision of the affairs of this Section between its Business Meetings, fix the time and place of meetings, make recommendations to the membership, and shall perform such other duties as are specified in these bylaws and by the parliamentary authority adopted by the organization.
ARTICLE VII. Committees
Section 1. Standing Committees
A. The Executive Board (or Board of Directors) shall establish standing committees to consider matters of the Section that require continuity of attention by the members. The Executive Board (or Board of Directors) shall recommend the name and size of each committee.
B. The Chair in consultation with the Executive Board (or Board of Directors), shall designate and announce committee members and chairs in advance of the beginning of his or her term of office and when these appointments shall take effect. Unless otherwise approved by the Executive Board (or Board of Directors), members of standing committees shall be appointed for terms of _____ years, and may be reappointed for a second term. The Chair shall have the discretion to terminate appointments. [N.B. Neither the Chair nor the Chair-Elect shall serve on or appoint members to the Nominating Committee. [Refer to the current edition of Robert's Rules of Order.]
Section 2. Special Committees
The Section Chair may appoint such other special committees as are necessary with the advice and consent of the Executive Board (or Board of Directors).
Section 3. Committee Chairs
Chairs of committees shall be Voting Members of the Medical Library Association. [Art. XI, Sec. 6]
Section 4. Committee Reports
Each committee shall submit an annual report of its activities to the Section Chair prior to the compilation of the Annual Section Report for submission to MLA Headquarters.
ARTICLE VIII. Dissolution
In the event of dissolution of this Section, all liabilities and obligations shall be paid or adequate provision made for payment. Remaining assets shall revert to the MLA General Fund.
ARTICLE IX. Parliamentary Authority
The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern this Section in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Section may adopt. [Refer to the current edition of Robert's Rules of Order.]
ARTICLE X. Amendment of Bylaws
These bylaws may be amended by a two-thirds vote, provided that the amendment has been submitted in writing to the membership at least thirty (30) days prior to the vote being taken. [Refer to the current edition of Robert's Rules of Order.]
(Revised August 2010)