• Section 1.
  The name of this organization shall be the Illinois Library Association.

Article II - Purpose

• Section 1.
  The Illinois Library Association shall be a not-for-profit educational organization, the purpose of which shall be to improve and develop library service and librarianship throughout the state of Illinois.

Article III - Members

• Section 1.
  Any individual or organization interested in the purpose of this association shall become a member upon payment of dues. Personal members shall be entitled to hold elected office and vote. Institutions or businesses interested in the purpose of this association shall become nonvoting members upon payment of dues.

Article IV - Association Year

• Section 1.
  The association year shall be July 1 to June 30.

Article V - Executive Board

• Section 1.
  The governing body of the association shall be an elected Executive Board comprised of sixteen members: the president, the vice-president/president-elect, twelve directors-at-large, the immediate past president and the ALA Councilor. The vice-president/president-elect will be elected to a three-year term serving the first year as vice-president/president-elect, the second year as president, and the third year as immediate past president. The twelve directors-at-large will each serve a three-year term or until successors are qualified. Terms of directors shall be staggered so that four directors are elected each year. The ALA councilor shall serve a term as required by the constitution and bylaws of ALA. All terms shall begin on the first day of the association year.

• Section 2.
  The association's executive director and the director of the Illinois State Library shall be nonvoting members of the Executive Board.

• Section 3.
  The Executive Board shall adopt, implement, and enforce all policies and budgets for the association and coordinate all activities of the association.

• Section 4.
  The decision of the Executive Board shall be final in all matters, but any decision or action of the Executive Board may be changed or overturned by the vote of three-quarters of the association members in attendance at any duly constituted association business meeting at which a quorum is present.

• Section 4.1
  The Executive Board may be directed to take action by the vote of a majority of association members in attendance at any duly constituted membership meeting at which a quorum is present.

• Section 5.
  The Executive Board shall hold a minimum of four meetings a year. Meetings shall be called by the president or by any three members of the board. Nine voting members of the board shall constitute a quorum. A majority of the voting members present shall be sufficient to pass any measure at a meeting at which a quorum is present.

• Section 6.
  The Executive Board may transact business by mail or teleconference vote at the discretion of the president. A unanimous vote of all Executive Board members shall be required for action by mail.

• Section 7.
  Any member of the Executive Board, with the exception of the Officers, may be removed for cause by a vote of three-quarters of the members present at an Executive Board meeting where a quorum is present. Any officer of the Executive Board may be removed for cause by a vote of three-quarters present at a duly constituted membership meeting.

• Section 7.1
  A director shall resign by submitting a letter of resignation to the president.

• Section 7.2
  A vacancy shall be declared for any board member who is absent without cause from three regular board meetings in the period of one year.

• Section 7.3
  A vacancy on the Executive Board shall be filled by an interim appointment by the president, with the approval of the Executive Board and shall serve the remainder of the unexpired term.

• Section 8.
  A member of the Executive Board may not serve two terms in succession. A period of at least one year must pass from the end of an individual's three-year term on the board before that individual is eligible to serve another term.

• Section 8.1
  A member of the Executive Board elected to fill an unexpired term of two years or less is eligible for nomination and election to a full three-year term.

Article VI - Officers

• Section 1.
  The officers of the association shall be the vice-president/president-elect, the president, the immediate past president, and the treasurer.

• Section 2.
  The president-elect shall be duly elected by the membership of the ILA. This officer will serve as vice-president of the board for the first year, president the second, and past president the third. The treasurer will be chosen from among the continuing directors-at-large, and will be elected by a majority vote of the Executive Board at its last meeting in the association year. The term of the treasurer shall begin on the first day of the association year.

• Section 2.1
  The treasurer may be elected to two consecutive one-year terms.

• Section 2.2
  Any officer may resign from office by submitting a letter of resignation to the Executive Board.

• Section 2.3
  Upon the resignation, removal, or incapacitation of the president, the vice-president shall assume the duties of the president.

• Section 2.4
  Vacancies in the position of vice-president or treasurer shall be filled by the appointment of the president with the approval of a majority of a quorum of the Executive Board. The appointee shall serve until the conclusion of the fiscal year. The replacement for the position of vice-president/president-elect shall be elected at the next association-wide election.

• Section 3.
  Duties of Officers.

• Section 3.1
  The president shall preside at all meetings of the Executive Board, and shall chair all meetings of the association membership. The president shall serve as the principal spokesperson for the association.

• Section 3.2
  The vice-president/president-elect shall serve on the Executive Board and assume the duties of the president in the absence of the president.

• Section 3.3
  The treasurer shall oversee all financial activities of the association.

• Section 3.4
  The president and treasurer shall submit to the membership annually a report of the association activity and finances which shall be placed in the association archives.

Article VII - Executive Committee

• Section 1.
  The Executive Committee will consist of the officers and the executive director. The executive director will be a nonvoting member. The immediate past president will chair the Executive Committee.

• Section 2.
  The Executive Committee shall oversee the implementation of association policies and plans and the conduct of association activities during the intervals between meetings of the Executive Board.

• Section 3.
  The Executive Committee shall assign duties and responsibilities to the executive director and to the association members consistent with adopted plans and budgets.

• Section 4.
  The Executive Committee, in consultation with the executive director, shall be responsible for the regular reviewing of the personnel policies for ILA staff and will apprise the Executive Board of any changes sought.

• Section 5.
  The Executive Committee shall not assume the planning, budgeting, or policy-making responsibilities of the Executive Board.

Article VIII - Executive Director

• Section 1.
  The Executive Board shall employ an executive director, whose principal place of employment shall be known as the Executive Office.

• Section 2.
  The executive director shall supervise the association staff in accordance with the personnel policies for ILA staff, shall administer the activities and business affairs of the association under the direction of the Executive Board and Executive Committee, shall be secretary to the Board and to the association, and shall perform other duties assigned by the board.

• Section 3.
  The executive director shall provide the Executive Board an annual report to be placed in the association archives and other reports as requested.

Article IX - Nomination and Elections

• Section 1.
  Elections for all association-wide, membership-elected positions shall be by mail ballot.

• Section 2.
  All candidates for elective office shall be personal members of the association at the time of nomination.

• Section 3.
  The Nominating Committee shall be appointed by the Executive Board and consist of no more than seven persons (representative of the diverse constituencies of ILA and geographic regions in Illinois) and shall be chaired by the association's immediate past president.

• Section 4.
  Each forum may submit to the Nominating Committee a list of up to three of its members to be considered for nomination to the Executive Board.

• Section 5.
  The Nominating Committee shall nominate two candidates for vice-president/president-elect, and shall nominate two candidates for each of the four director positions, and for any director vacancy resulting from an unexpired term.

• Section 6.
  The Nominating Committee shall seek the best qualified candidates from the association membership and shall address the issue of under-represented groups in the leadership in formulating the slate.

• Section 7.
  The Nominating Committee shall nominate two persons as candidates for the position of ALA Councilor in the years in which an election is required.

• Section 8.
  Each year the Nominating Committee shall report its slate of candidates to the membership in the February issue of the ILA Reporter.

• Section 9.
  Nominations by petition for an elective office shall be proposed in writing by at least one hundred (100) personal members of the association and delivered to the Executive Office by March 1. Candidates nominated by petition shall be added to the slate and placed in the candidate group that most clearly matches the affiliation of the petitioner. The determination of placement on the slate is the responsibility of the Nominating Committee.

• Section 10.
  Ballots listing all candidates for vice-president/president-elect and for director positions shall be mailed no later than April l to all who hold personal memberships in the association. The deadline for return to the Executive Office shall be thirty days after the ballot is postmarked. Members shall be entitled to no more than one vote for each position vacant. The same calendar will hold in years when the ALA Councilor is elected.

• Section 11.
  The candidate receiving the highest totals for each elective position shall be elected to a three-year term. If the position is open due to a vacancy on the board, the candidate receiving the highest total for that position shall be elected for the balance of the unexpired term.

• Section 12.
  In the event of a tie ballot, the winner shall be determined by lot.

• Section 13.
  If an elected candidate is unable to assume office, the candidate who received the next highest number of votes for that specific position shall be declared the winner.

Article X - Meetings

• Section 1.
  There shall be an annual business meeting of the association at its annual conference or at another time and place determined by the Executive Board.

• Section 2.
  Special meetings of the association shall be called by the Executive Board, and shall be called by the president upon receipt of a written request of one hundred (100) members of the association. Written notice of the time and place of special meetings shall be given to all association members at least three weeks and no more than sixty (60) days prior to the meeting, and only business mentioned in the call shall be transacted.

• Section 3.
  One hundred and fifty (150) personal members shall constitute a quorum at any annual or special meeting. A majority of personal members present and voting shall be required to pass any measure except as otherwise required in these bylaws.

• Section 4.
  A mail vote of the personal members may be taken at the discretion of the Executive Board. An affirmative response by the majority of those whose responses are received by the Executive Office within thirty days after postmark of mailing from the Executive Office shall be required to pass a proposal.

Article XI - Membership Dues

• Section 1.
  The categories of and dues for association personal and nonvoting members shall be determined by the Executive Board, subject to approval of two-thirds of the personal members present and voting at the annual meeting, provided that written notice of proposed changes has been given to all members at least three weeks, but not more than sixty (60) days, in advance of the meeting.

• Section 2.
  Dues shall be paid annually in advance. Membership shall cease when dues are forty-five days in arrears.

• Section 3.
  Personal and nonvoting members who have forfeited their membership through non-payment of dues shall be reinstated upon payment of dues for the current year.

• Section 4.
  The Executive Board may adopt formulas for establishing member anniversary dates and membership incentive programs.

Article XII - Management

• Section 1.
  The Executive Board, through its development of plans and policies for the association, shall determine the allocation of management responsibilities and tasks.

• Section 2.
  The president, with the approval of the Executive Board, shall have the authority to appoint teams of members, committees, and task forces, or utilize any other appropriate management concept, in order to effectively accomplish the mission of the association.

• Section 2.1
  The president, with the approval of the Executive Board, shall have the authority to discontinue management assignments, or to disband or reorganize any team, committee, or task force, as necessary for the effective accomplishment of the association's mission.

• Section 3.
  The Executive Board, through its allocation of funding in the annual budgeting process, shall determine the resources to be available to various individuals and groups involved in the management of the association.

• Section 4.
  The Executive Board shall provide policies and guidelines for all management activities.

Article XIII - Forums

• Section 1.
  An ILA forum may be formed with the approval of the Executive Board. The purpose of forums is to provide programs and services that will meet the needs of individuals and/or institutions that have particular special interests.

• Section 2.
  The Executive Board shall be required to establish a forum upon the written request of sixty (60) or more ILA personal members.

• Section 3.
  The Executive Board shall establish general guidelines and policies for the operation of forums, and shall provide funding for forum activities as part of the annual budget of the association.

• Section 4.
  The Executive Board shall discontinue a forum when it has determined that the usefulness of the forum has ended.

Article XIV -Official Record

• Section 1.
  The archives of the Illinois Library Association shall be the depository for all records of ILA of permanent value. These shall be housed in the Illinois State Historical Library (ISHL). The executive director shall be responsible for transmitting these records to the ISHL.

• Section 2.
  The executive director shall transmit reports of all meetings of the association to whatever journal the Executive Board shall designate to publish the official reports of the association. It shall be the duty of the executive director to obtain one copy of each number of the journal in which such reports appear for the ILA archives.

Article XV - Affiliation with ALA

• Section 1.
  The association shall be a chapter of the American Library Association, as provided in the bylaws of that association. The Executive Board may choose to affiliate any element of the association with a comparable unit of ALA.

• Section 2.
  The ILA representative to the ALA Council shall be elected by mail vote at the same time as ILA officers, for a term as required by the constitution and bylaws of ALA.

• Section 3.
  The president of ILA shall appoint, with the approval of the Executive Board, a substitute ALA councilor in the event that this office is vacated. The appointed councilor shall serve the remainder of the unexpired term.

Article XVI - Affiliation with Other Organizations

• Section 1.
  The Executive Board may affiliate the association, or any element of the association, with other organizations whose purpose is consistent with that given in Article II.

Article XVII - Endowment Funds

• Section 1.
  Endowment funds shall be administered by the Executive Board for the benefit of the association.

Article XVIII - Annual Audit

• Section 1.
  The accounts of the association shall be audited annually by an auditor selected by the Executive Board.

Article XIX - Dissolution

• Section 1.
  In the event that it becomes necessary to dissolve the Illinois Library Association, the assets remaining after all obligations have been met shall be transferred to a not-for-profit educational or charitable organization whose purpose is to foster and improve library service. The organization shall be selected by the Executive Board of the association.

Article XX-Parliamentary Authority

• Section 1.
  The latest edition of Robert's Rules of Order shall govern the association except when it is inconsistent with the bylaws of the Illinois Library Association.

Article XXI - Amendments

• Section 1.
  Any bylaw may be amended by a two-thirds vote of the personal members present and voting at any meeting of the association where a quorum is present, provided that copies of the amendment are mailed to personal members thirty days before the meeting. Amendments to proposed bylaws may be presented from the floor only if they are germane to the issue. Mail votes shall be taken at the discretion of the Executive Board. An affirmative response by a two-thirds majority of those eligible to vote whose response is received by the Executive Office within thirty days after the postmark by mailing of ballots from the Executive Office shall be required to pass a proposal.

Revised Wednesday, 15 May 2002