BY-LAWS OF THE BOARD OF TRUSTEES OF THE THRALL PUBLIC LIBRARY DISTRICT OF MIDDLETOWN AND WALLKILL ARTICLE I - NAME This organization shall be called “The Board of Trustees of the Thrall Public Library District of Middletown and Wallkill.” It is chartered by the Board of Regents, March 23,2004, of the State of New York and subject to the New York State Education Law and Regulations of the Commissioner of Education pertaining to Public Libraries. ARTICLE II – BOARD OF DIRECTORS Section 1. The Board of Trustees shall consist of seven members duly elected by residents of the Library District at an election to be held the first Tuesday in October, for a term of four years. No more than two trustees shall be elected each year, unless a vacancy occurs. Vacancies may be filled by appointment of the Board to serve until the next annual election, at which time candidates may run for election to fill the unexpired term. Section 2. Candidates for the Board of Trustees must be 18 years of age, must reside in the Library District and must have lived in this district for three years and cannot be employees of the Middletown Thrall Library. PAGE 2 ARTICLE III - DUTIES OF OFFICERS AND APPOINTEES Section 1. Officers shall be President, Vice President, Secretary, and Financial Officer elected from among the trustees at the annual meeting of the Board. The Recording Secretary and Assistant Financial Officer may be appointed or employed from outside the Board membership and shall hold their offices at the pleasure of the Board. Section 2. Officers of the Board are elected annually at the Reorganizational Meeting for a term of one year and are eligible for an additional consecutive term, except the Financial Officer who may serve continuous consecutive terms by a majority vote of the Board. Section 3. The President shall preside at all meetings of the Board, and serve as ex officio member of all committees, authorize calls for any special meetings, appoint all committees, execute all documents authorized by the Board, serve as an ex officio voting member of all committees, and generally perform all duties associated with the office. Section 4. The Vice President shall assume and perform the functions of the President in the event of absence or disability of the President, or of a vacancy in that office. Section 5. The Secretary shall keep a true and accurate record of all meetings of the Board, shall issue notice of all regular and special meetings, and shall perform other duties as are generally associated with this office. Section 6. The Financial Officer shall report monthly to the Board on revenues and expenses of the library district, as provided by the Assistant Financial Officer who is the Principal Account Clerk employed by the library district. The Financial Officer will be responsible for reviewing the financial investments of the library as well as the monthly reconciliations of the library district's bank accounts. PAGE 3 Section 7. The Director, Financial Officer, and the Assistant Financial Officer shall be bonded in such an amount as may be required by the Board. The Assistant Financial Officer shall have charge of all library district money. The Assistant Financial Officer shall deposit such monies with the depository bank on the business day next following their receipt, and shall disburse funds as audited and approved by the Library District Board. ARTICLE IV - LIBRARY DIRECTOR Section 1. The Library Director shall be considered the executive officer of the Board and shall have charge of the administration of the library under the direction and review of the Board. The Library Director shall be held responsible for the care of buildings and equipment, the preparation of the budget, the selection and direction of the staff, the efficiency of the library's service to the public, the development of library services to the entire community and the operation of the library under the financial conditions set forth in the annual budget. Section 2. The Director shall be responsible for appointment, assignment, transfer, promotion or dismissal of all staff members. All staff changes shall be reported to the Board. Section 3. The Director shall be appointed by the Board in conformance with the Education Law performing such duties as are usually required of the Library Director and such other duties as the Board may direct. The Director shall attend all meetings of the Board, and may take part in its deliberations, but shall have no vote. The Director shall submit to the trustees an Annual Report on the progress and conditions of the library, accompanying the same with recommendations and suggestions. PAGE 4 ARTICLE V - MEETINGS Section 1. The regular meetings of the Board shall be held at least 11 times per year. Notice of the time and place of every meeting shall be delivered to Trustees. A quorum for the transaction of business shall consist of a majority of the entire Board. If it is known in advance that a quorum will not be present at a scheduled regular meeting, the meeting may, at the discretion of the President, be held at a time at which a quorum can be present. Section 2. The Reorganizational Meeting of the Board shall be held at the regular meeting in January for the purpose of electing officers, and considering any other business that may properly come before a Reorganizational Meeting. A slate of Officers are approved by the Board of Trustees at the annual Reorganizational Meeting to serve a term that expires at the first annual Reorganizational meeting of the next year. Section 3. Special meetings of the Board may be called in two ways: 1) via email or phone call by the Secretary at the direction of the President, or 2) by four trustees of the Board with notification sent to the Director's office. If the latter, each trustee must be notified by the Director's office by phone message at least 24 hours prior to the meeting. Section 4. The order of business for regular meetings shall include, but not be limited to, the following items which shall be covered in the sequence shown as far as circumstances will permit: A) Roll call B) Disposition of minutes of previous regular meeting and any intervening special meeting C) Public presentation to, or discussion with, the Board D) Correspondence E) President's Report F) Director's Report G) Financial Report H) Committee Reports I) Old Business J) New Business K) Adjournment PAGE 5 Section 5. If any trustee shall fail to attend three consecutive meetings without excuse accepted as satisfactory by the trustees, the trustee shall be asked to resign, and the vacancy shall be filled. Section 6. Proceedings of all meetings shall be governed by Robert's Rules of Order. ARTICLE VI - COMMITTEES Section 1. The President shall appoint committees of one or more members each for such specific purposes as the business of the Board may require from time to time. The committee shall be considered to be discharged upon the completion of the purpose for which it was appointed and after the final report is made to the Board. Section 2. All committees, at their discretion, will have the opportunity to make progress reports to the Board at each of its meetings. Section 3. No committee will have other than advisory powers unless, by suitable action of the Board, it is granted specific power to act. ARTICLE VII - GENERAL Section 1. An affirmative vote of the majority of all members of the Board present at the time shall be necessary to approve any action before the Board unless otherwise required by State law. The President may vote upon, move, or second a proposal before the Board. Section 2. Amendments to these by-laws may be made by the majority vote of the Board at a regular meeting provided the changes shall have been submitted at a regular Board meeting, directly preceding the meeting at which the vote is to be taken. The changes must be sent via e-mail or certified mail to each Trustee at least 10 days prior to the meeting at which such action is PAGE 6 proposed to be taken and a paper or electronic return receipt has been received by the Director's Office. Trustees will designate an official e-mail address for library correspondence at the annual Reorganizational Meeting. Section 3. Any rule or resolution of the Board, whether contained in these by-laws or otherwise, may be suspended temporarily in connection with business at hand, but such suspension, to be valid, may be taken only at a meeting at which all members of the Board are present and shall so approve by signing a written waiver which shall become part of the official minutes. Adopted March 12, 2008 Adopted June 11, 2014 Adopted September 10, 2014