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Home > About > IASL Handbook of Organization: Constitution

administration

Constitution of the International Association of School Librarianship (IASL) Inc.

1. Name 2. Words and expressions to have meaning in Acts 3. Vision Statement
4. Mission 5. Objectives 6. Official Language
7. Powers 8. Membership types 9. Membership
10. Membership fees 11. Admission and rejection of members 12. When membership ends
13. Appeal against termination of membership 14. Register of members 15. Secretary
16. Membership of Executive Committee 17. Electing the Executive Committee 18. Resignation or removal from office of Executive Committee member
19. Vacancies on Executive Committee 20. Functions of Executive Committee 21. Meetings of Executive Committee
22. Delegation of Executive Committee powers 23. Acts not affected by defects or disqualifications 24. Resolutions of Executive Committee without meeting
25. Over ruling of the Executive Committee 26. Membership and election of the Board 27. Resignation or removal from office of Regional Directors
28. Vacancies of the Board 29. Functions of the Board 30. Meetings of the Board
31. Assembly of Associations 32. Annual general meetings 33. Business to be conducted at annual general meetings
34. Quorum for, and adjournment of, annual general or general meetings 35. Procedure at general meeting 36. Special General Meeting
37. Accuracy of minutes of meetings 38. IASL Conferences 39. Relationships with International Bodies
40. By-Laws 41. Alteration of rules 42. Common seal
43. Liability of Members of the IASL Board 44. Funds and accounts 45. Documents
46. Financial year 47. Distribution of surplus assets to another entity 48. Rules of Order

Article 1: Name
1.1. The name of the incorporated association is International Association of School Librarianship (IASL) Inc. (hereafter "The Association").
1.2. The letters IASL shall be the recognised acronym for the name of this Association.

Article 2: Words and expressions to have meaning in Act
2.1 A word or expression that is not defined in these rules, but is defined in the Australian State of Queensland Associations Incorporation Act 1981 has, if the context permits, the meaning given by the Act.

Article 3: Vision Statement
3.1 The International Association of School Librarianship (IASL) Inc. will be influential in the establishment and development of school librarianship in every country in the world.

Article 4: Mission
4.1 The mission of the International Association of School Librarianship (IASL) Inc. is to provide an international forum for those people interested in promoting effective school library programs as viable instruments in the educational process. The Association provides guidance and advice for the development of school library programs and the school library profession. The Association works in cooperation with other professional associations and agencies.

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Article 5: Objectives
The objectives of the Association shall be:<
5.1 To advocate the development of school libraries throughout all countries;
5.2 To encourage the integration of school library programs into the instructional and curriculum development of the school;
5.3 To promote the professional preparation and continuing education of school library personnel;
5.4 To foster a sense of community among school librarians in all parts of the world;
5.5 To foster and extend relationships between school librarians and other professions in connection with children and youth;
5.6 To foster research in the field of school librarianship and the integration of its conclusions with pertinent knowledge from related fields;
5.7 To promote the publication and dissemination of information about successful advocacy and program initiatives in school librarianship;
5.8 To share information about programs and materials for children and youth throughout the international community;
5.9 To initiate and coordinate activities, conferences and other projects in the field of school librarianship and information services.

Article 6: Official Language
The official language of the Association shall be English.

Article 7: Powers
The Association has the powers of an individual. The Association may, for example --
7.1. Enter into contracts; and
7.2. acquire, hold, deal with and dispose of property; and
7.3. make charges for services and facilities it supplies; and
7.4. accept donations, gifts, legacies and bequests; and
7.5. do other things necessary or convenient to be done in carrying out its affairs.

Article 8: Membership types
8.1. Members of the Association shall be those with an interest in the development of school librarianship throughout the world community and directly or indirectly supportive of the objectives of the Association.
8.2. Types of membership shall be: --
      8.2.1. Individual members, including:
            8.2.1.1. Personal members, who shall be an individual interested in the development of school libraries and school library media programs. The number of personal members is unlimited. Personal members are entitled to hold positions of office within the Association and shall be entitled to one (1) vote at general meetings of the Association.
            8.2.1.2. Student members, who shall be trainees studying to join the school librarianship profession. The number of student members is unlimited. Student members are not entitled to hold positions of office within the Association. Student members shall be entitled to one (1) vote at general meetings of the Association.
            8.2.1.3. Life members, who shall have paid a membership fee set for individuals in the zone of application. The number of life members is unlimited. Life members shall be entitled to hold positions of office within the Association and shall be entitled to only one (1) vote at general meetings of the Association.
            8.2.1.4. Honorary members, who shall be those individuals who have made noteworthy and outstanding contributions in the field of school librarianship. Unanimous approval of the Board is required in order to become an honorary member of the Association.  The number of honorary members is limited to ten. Honorary members shall be entitled to hold positions of office within the Association and shall be entitled to only one (1) vote at general meetings of the Association.
      8.2.2. Institutional members, who shall be those educational and commercial institutions and agencies directly or indirectly supporting the objectives of the Association. The number of institutional members is unlimited. One representative of the institution, as identified to the Secretary, shall be entitled to hold positions of office within the Association and shall be entitled to only one (1) vote at general meetings of the Association.
      8.2.3. Association members, who shall be those regional, national, or international organizations engaged in any activity related, directly or indirectly, to the promotion of school librarianship and supportive of the objectives of the Association. The number of association members is unlimited. One representative of the association, as identified to the Secretary, shall be entitled to hold positions of office within the Association and shall be entitled to only one (1) vote at general meetings of the Association.

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Article 9: Membership
9.1. An application for membership must be --
      a) in writing; and
      b) signed by the applicant; and
      c) in the form decided by the Executive Committee, and
      d) accompanied by requisite membership fee
9.2. Membership shall be deemed valid on date of receipt of application for the term covered by the membership fee.

Article 10: Membership fees
The membership fee for each class of membership --
10.1. is the amount decided by the Executive Committee from time to time at an Executive Committee meeting and approved at the annual general meeting of Association.
10.2. is payable when, and in the way, the Executive Committee decides.

Article 11: Admission and rejection of members
11.1. The Secretary of the Association must, as soon as practicable, give applicants a written notice of membership status.
11.2. The Secretary of the Association must, as soon as practicable after a decision by the Executive Committee to reject a member, give the member a written notice of change in membership status.

Article 12: When membership ends
12.1. A member may resign from the Association by giving a written notice of resignation to the Secretary.
12.2. The resignation takes effect on --
      12.2.1. the day and at the time the notice is received by the Secretary; or
      12.2.2. if a later day is stated in the notice-the later day.
12.3. The Executive Committee may terminate a member's membership if the member --
      12.3.1. is convicted of an indictable offence; or
      12.3.2. does not comply with any of the provisions of these rules; or
      12.3.3. has membership fees in arrears for at least 3 months; or
      12.3.4. conducts himself or herself in a way considered to be injurious or prejudicial to the character or interests of the Association.
12.4. Before the Executive Committee terminates a member's membership, the committee must give the member a full and fair opportunity to show why the membership should not be terminated. A member shall respond to the Executive Committee within one month (28 days) of notice of impending membership termination.
12.5. If, after considering all representations made by the member, the Executive Committee decides to terminate the membership, the Secretary of the Association must give the member a written notice of the decision.

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Article 13: Appeal against termination of membership
13.1. A person whose membership has been terminated, may give the Secretary written notice of their intention to appeal against the decision.
13.2. A notice of intention to appeal must be given to the Secretary within 28 days after the person receives written notice of the decision.
13.3. If the Secretary receives a notice of intention to appeal, the Secretary must notify the President, who within 28 days from the day of receipt, must call a meeting of the Executive Committee to decide the appeal.
13.4. At the meeting, the applicant must be given a full and fair opportunity to show why the membership should not be terminated.
13.5. Also, the Executive Committee that terminated the membership must be given an opportunity to show why the membership should be terminated.
13.6. An appeal must be decided by a vote of the members present at the meeting.

Article 14: Register of members
14.1. The Executive Committee must keep a register of members.
14.2. The register of members must include the following particulars for each member --
      (a) the full name and postal address of the member;
      (b) the date of admission as a member;
      (c) the date of death or resignation of the member;
      (d) details about the termination or reinstatement of membership;
      (e) any other particulars the Executive Committee or the members at an annual general meeting decide.
14.3. The register must be open for inspection at all reasonable times.
14.4. However, before a member may inspect the register, the member must apply in writing to the Secretary to inspect it.

Article 15: Secretary
15.1. If a vacancy happens in the office of Secretary, the members of the Executive Committee must ensure a Secretary is appointed for the Association within 28 days from the date of the vacancy.
15.2. The Secretary must be an individual residing in Queensland, or in another State but not more than 65 km from the Queensland border, who is any of the following persons appointed by the Executive Committee --
      15.2.1.  a member of the Association's Executive Committee;
      15.2.2.  a member of the Association;
      15.2.3.  another person.
15.3. The Executive Committee may appoint and remove the Association's Secretary at any time.

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Article 16: Membership of Executive Committee
16.1. The Executive Committee of the Association, all of whom shall maintain membership, shall consist of the President, three (3) Vice-Presidents, and the Treasurer and any other members the Association members elect at the annual general meeting or a general meeting. The Secretary is an ex-officio member of the Executive Committee and is not entitled to voting rights.
16.2. The term of office for President, three (3) Vice-Presidents, and the Treasurer shall be three (3) years. No member shall serve more than two (2) consecutive terms in the same office of the Association.
16.3. At each annual general meeting of the Association, the members of the Executive Committee whose term has ended must retire from office, but are eligible, on nomination, for re- election as in clause 16.2.

Article 17: Electing the Executive Committee
17.1. Individuals who have been full (i.e. not student) members of the Association for a period of two consecutive years are eligible for election to the Executive Committee.
17.2. A voting member of the Executive Committee may only be elected as follows --
      17.2.1. Any 2 members of the Association may nominate another member (the "candidate") to serve as a member of the Executive Committee:
      17.2.2. The nomination must be --
            (a) in writing; and
            (b) signed by the candidate and the members who nominated him or her; and
            (c) given to the Nominations Officer at least two (2) months before the annual general meeting at which the election is to be held;
17.3. Each member present at the annual general meeting may vote for any number of candidates but not more than the number of vacancies;
17.4. A list of the candidates' names in alphabetical order, with the names of the members who nominated each candidate, must be posted in the Association's Newsletter that is distributed to all current members at least 28 days prior to the annual general meeting.
17.5. If required by the Executive Committee, balloting lists must be prepared containing the names of the candidates in alphabetical order.

Article 18: Resignation or removal from office of Executive Committee member
18.1. An Executive Committee member may resign from the committee by giving written notice of resignation to the President, with a copy to the Secretary.
18.2. The resignation takes effect on --
      (a) the day and at the time in the notice is received by the President and the Secretary; or
      (b) if a later day is stated in the notice-the later day.
18.3. A member may be removed from office if
      18.3.1. the member is in breach of clause 12.3.
      18.3.2. at an annual general meeting of the Association if a majority of the members present at the meeting vote in favour of removing the member as pursuant of clause 12.3.
18.4. Before a vote of members is taken about removing the member from office, the member must be given a full and fair opportunity to show cause why he or she should not be removed from office.
18.5. A member has no right of appeal against the member's removal from office under this section.

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Article 19: Vacancies on Executive Committee
19.1. If a casual vacancy occurs on the Executive Committee, the continuing members of the committee may appoint another member of the Association to fill the vacancy until the next annual general meeting.
19.2. The continuing members of the Executive Committee may act despite a casual vacancy on the Executive Committee.
19.3. However, if the number of committee members is fewer than the number fixed under these rules as a quorum of the Executive Committee (see article 21.7), the continuing members may act only to --
      (a) increase the number of Executive Committee members to the number required for a quorum; or
      (b) call an annual general meeting of the Association.

Article 20: Functions of Executive Committee
20.1. Subject to these rules or a resolution of the Association members carried at a annual general meeting, the Executive Committee has --
      20.1.1. the general control and management of the administration of the affairs, property and funds of the Association; and
      20.1.2. authority to interpret the meaning of these rules and any matter relating to the Association on which the rules are silent.
20.2. The Executive Committee may exercise the powers of the Association --
      20.2.1. to borrow, raise or secure the payment of amounts in a way the Association members decide; and
      20.2.2. to secure the amounts mentioned in paragraph 20.1.1 or the payment or performance of any debt, liability, contract, guarantee or other engagement incurred or to be entered into by the Association in any way, both present and future; and
      20.2.3. to invest in a way the members of the Association may from time to time decide.
20.3. The Executive Committee shall
      20.3.1. appoint committees with such authority terms of reference and upon such terms and conditions as it shall decide.
      20.3.2. be responsible to members for the actions of committees and sub-committees through a member of the Executive Committee who shall be appointed as the liaison member of the sub committee.
      20.3.3. ensure that a Handbook of the Organization is maintained that documents the roles and responsibilities of officers and committees, and the organizational policies and procedures of the Association.

Article 21: Meetings of Executive Committee
21.1. Subject to subsections (21.1 to 21.14), the Executive Committee may meet and conduct its proceedings as it considers appropriate.
21.2. The Executive Committee must meet at least once every 4 months to exercise its functions.
21.3. In the interval between meetings of the Executive Committee, liaison shall be maintained by the President through both print and electronic formats.
21.4. Notice of a meeting is to be given in the way decided by the committee.
21.5. If the Secretary receives a written request signed by at least 33% of the Executive Committee members, the Secretary must notify the President who will call a special meeting of the committee.
21.6. A request for a special meeting must state --
      (a) why the special meeting is called; and
      (b) the business to be conducted at the meeting.
21.7. Quorum for any meeting of the Executive Committee shall be fixed at three (3) members.
21.8. The members of the Executive Committee may participate in a meeting of the Executive by means of a conference telephone or other communication facilities, and as such are considered to be part of the quorum for the meeting.
21.9. If a quorum is not present after the time fixed for a Executive Committee meeting called on the request of committee members, the meeting lapses.
21.10. A question arising at a committee meeting is to be decided by a majority vote of committee members present at the meeting and, if the votes are equal, the chairperson will have a second or casting vote.
21.11. An Executive Committee member must declare an interest prior to discussion and not vote on a question about a contract or proposed contract with the Association if the member has an interest in the contract or proposed contract, and if the member does vote the member's vote must not be counted.
21.12. The President must give each Executive Committee member at least 14 days notice of a special meeting of the committee.
21.13. A notice of a special meeting must state --
      (a) the day, time and place of the meeting; and
      (b) the business to be conducted at the meeting.
21.14. The chairperson of Executive Committee meetings shall be the President. In the absence of the President, or if the President is not present within 10 minutes after the time fixed for an Executive Committee meeting, one of the vice presidents shall chair the meeting.

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Article 22: Delegation of Executive Committee powers
22.1. The Executive Committee may delegate the whole or part of its powers to a subcommittee consisting of the Association members considered appropriate by the Committee.
22.2. A subcommittee may only exercise delegated powers in the way the Executive Committee decides.
22.3. If the appointed chairperson is not present within 10 minutes after the time fixed for a meeting, the members present may choose one of their number to be chairperson of the meeting.
22.4. A subcommittee may meet and adjourn as it considers appropriate.
22.5. A question arising at a subcommittee meeting is to be decided by a majority vote of the members present at the meeting and, if the votes are equal, the question is decided in the negative.

Article 23: Acts not affected by defects or disqualifications
23.1. An act performed by the Executive Committee, a subcommittee or a person acting as a member of the Executive Committee is taken to have been validly performed.
23.2. Subsection (23.1) applies even if the act was performed when --
      23.2.1. there was a defect in the appointment of a member of the Executive Committee, subcommittee or person acting as a member of the Executive Committee; or
      23.2.2. an Executive Committee member, subcommittee member or person acting as a member of the Executive Committee was disqualified from being a member.

Article 24: Resolutions of Executive Committee without meeting
24.1. A written resolution signed by each member of the Executive committee for the time being entitled to receive notice of a committee meeting is as valid and effectual as if it had been passed at a committee meeting that was properly called and held.
24.2. A resolution mentioned in subsection (24.1) may consist of several documents in like form, each signed by one or more members of the committee.

Article 25: Over ruling of the Executive Committee
25.1. The members of the Association may set aside any action of the Executive Committee by a vote of at least seventy-five (75%) percent of the votes cast at any two (2) successive general meetings of the Association.
25.2. The members of the Association may set aside any action of the Executive Committee by conducting a mail vote in which a majority will consist of at least seventy-five (75%) percent of the ballots received. Such a vote by mail shall be held upon petition to the Executive Committee by twenty-five (25) personal members of the Association.

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Article 26: Membership and election of the Board
26.1. The Board of the Association, all of whom shall maintain membership, shall consist of the Executive Committee and the elected Regional Directors. The Secretary is an ex-officio member of the Board and is not entitled to voting rights.
26.2. The term of office for Regional Directors shall be three (3) years. No Regional Director shall serve more than two (2) consecutive terms.
26.3. At each annual general meeting of the Association, the members of the Board, whose term has ended, must resign from office, but are eligible for re-election as per clause 26.2.
26.4. A voting member of the Board may only be elected in accord with rules for electing members of the Executive Committee (section 17) and is expected usually to live in the region he/she is elected to represent.
26.5. A minimum of nine (9) Regional Directors, to represent the Association geographically around the globe, shall be elected. The regions for representation shall be reviewed regularly by the Executive Committee to ensure appropriate distribution.
26.6. From time to time the Executive Committee may appoint additional officers for a finite period to complete specific projects or activities.
      26.6.1. Officers appointed under the terms of this clause are accountable to the Executive Committee through provision of regular reports and are ex-officio members of the Board
      26.6.2. Officers appointed under the terms of this clause may be awarded an Honorific title for use in promoting specific Association sponsored projects or activities, but not in other circumstances

Article 27: Resignation or removal from office of Regional Directors
27.1  A Regional Director may resign from the Board by giving written notice of resignation to the President, with a copy to the Secretary.
27.2  The resignation takes effect on --
      (a) the day and at the time in the notice is received by the Secretary; or
      (b) if a later day is stated in the notice-the later day.
27.3  A Board member may be removed from office if
      27.3.1 the member is in breach of clause 12.3.
      27.3.2 at an annual general meeting of the Association if a majority of the members present at the meeting vote in favour of removing the member.
27.4  Before a vote of members is taken about removing the member from office, the member must be given a full and fair opportunity to show cause why he or she should not be removed from office.
27.5  A member has no right of appeal against the member's removal from office under this section.

Article 28: Vacancies of the Board
28.1  If a casual vacancy occurs on the Board, the Executive Committee may appoint another member of the Association to fill the vacancy until the next annual general meeting.
28.2  The continuing members of the Board may act despite a casual or unexpected vacancy on the Board.

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Article 29: Functions of the Board
29.1  The Board advises the Executive Committee on matters of policy, direction and business of the Association.
29.2  The role and responsibilities of the Regional Directors shall be delineated in the Handbook of the Organization, and shall be reviewed regularly by the Board members in consultation with Executive Committee.

Article 30: Meetings of the Board
30.1  The Board shall convene at least once during the annual conference, and/or in conjunction with the annual general meeting, if a conference is not being held.
30.2  The procedures for conducting the Board meetings shall be consistent with those of general meetings.
30.3  The quorum for a Board meeting shall be not less than eight (8) voting members.
30.4  The recommendations from the Board shall be forwarded to the Executive Committee for consideration and implementation within the budgetary framework of the Association.

Article 31: Assembly of Associations
31.1  There shall be an Assembly of Associations consisting of the designated representatives of associations that hold membership in the Association.
31.2  The purpose of the Assembly shall be:
      (a) to foster communication about the organization, policies and programs of associations, as these affect the development of school librarianship;
      (b) to promote an awareness of the Association and of the international school library community among the membership of these associations;
      (c) to encourage the development of national and international cooperative projects and activities that extend and enhance the impact of library and information literacy at all levels of education.
31.3  The Assembly shall meet at the call of its designated Vice President, and normally in conjunction with the annual conferences.

Article 32: Annual general meetings
32.1 Each annual general meeting must be held
      (a) at least once each year; and
      (b) within 6 months after the end of the Association's previous financial year
32.2  Written notice stating the place, day, hour and purpose of the meeting shall be issued not fewer than 30 days before the date of the meeting.
32.3  The normal means of communication for this notice shall be the Association's Newsletter that will be deemed to be delivered when mailed to the member's address as it appears in the current membership record.

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Article 33: Business to be conducted at annual general meeting
The following business must be conducted at each annual general meeting --
33.1  receiving the statement of income and expenditure, assets and liabilities, of the Association for the last financial year;
33.2  receiving the auditor's report on the financial affairs of the Association for the last financial year;
33.3  presenting the audited statement to the meeting for adoption;
33.4  electing Executive Committee, Officers and Regional Directors of the Association;
33.5  appointing an auditor
33.6  confirming actions of the Executive Committee
33.7  providing direction for the future activities of the Association.

Article 34: Quorum for, and adjournment of, annual general or general meetings
34.1  A quorum at an annual or general meeting shall consist of persons present and/ or being represented by proxy, numbering not less than twenty-five (25) members entitled to vote at the meeting.
34.2  No business, other than the election of a chairperson and the adjournment or termination of the meeting, shall be conducted at an annual or general meeting at a time when the quorum is not present.
34.3  If a quorum is not present within 30 minutes after the time fixed for an annual or general meeting, called on the request of members of the Executive Committee, the meeting is to be adjourned to --
      (a) the same day, time and place in the next week; or
      (b) a day, time and place decided by the Executive Committee, or
      (c) the meeting lapses
34.4  If, at an adjourned meeting, a quorum under subsection (34.1) is not present within 30 minutes after the time fixed for the meeting, the members present form a quorum.
34.5  The chairperson may, with the consent of any meeting at which a quorum is present, and must if directed by the meeting, adjourn the meeting from time to time and from place to place.
34.6  If a meeting is adjourned under subsection (34.5) only the business left unfinished at the meeting from which the adjournment took place may be conducted at the adjourned meeting.
34.7  The President is not required to give the members notice of an adjournment or of the business to be conducted at an adjourned meeting, unless a meeting is adjourned for at least 30 days.
34.8  In this rule -- "member" includes a person attending as a proxy or representing an institution or association that is a member.

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Article 35: Procedure at general meeting
Subject to these rules, at each general meeting --
35.1  The president, or if the president is not present within 15 minutes after the time fixed for the meeting or is unwilling to act, a nominated vice-president, is to preside as chairperson; and
35.2  if the nominated Vice President is absent or unwilling to act as chairperson, the members present must elect 1 of their number to be chairperson of the meeting; and
35.3  the chairperson must conduct the meeting in a proper and orderly way; and
35.4  each question, matter or resolution must be decided by a majority of votes of the members present; and
35.5  individual (including student, life, and honorary members), institutional, and association members shall be entitled to only one (1) vote each and, if the votes are equal, the chairperson has a casting vote as well as a primary vote; and
35.6  voting may be by a show of hands or a division of members, unless at least 20% of the members present demand a secret ballot; and
35.7  if a secret ballot is held, the chairperson must appoint two members to conduct the secret ballot in the way the chairperson decides; and
35.8  the result of a secret ballot as declared by the chairperson is taken to be a resolution of the meeting at which the ballot was held; and
35.9  a member is not entitled to vote at a general meeting if the member's annual
subscription is in arrears at the date of the meeting; and
35.10 the delegate representing an association or institution shall identify him/herself to the Secretary before the start of the meeting in order to be eligible to vote on their behalf at the meeting; and
35.11 a declaration by the chairperson that a resolution has been carried, and an entry to that effect in the Minutes of the Association shall be conclusive evidence of the fact, and shall confirm the decision of the membership; and
35.12 a member may vote in person or by proxy and --
      35.12.1 an instrument appointing a proxy must be in writing, and be signed by the appointor; and
      35.12.2 the instrument appointing a proxy is taken to confer authority to demand or join in demanding a secret ballot; and
      35.12.3 if someone wants to give a member an opportunity to vote for or against a resolution, the instrument appointing a proxy must be in the following form --

International Association of School Librarianship (IASL) Inc.
Proxy Voting Form

I, _____________________________________ of_____________________________________________ (personal, institution or association address) being a member of the Association, appoint

______________________________________ of_____________________________________________ (personal, institution or association address) as my proxy to vote for me on my behalf at the (annual) general meeting of the Association, to be held on
the __________ day of ___________________, _________ (Day, Month, Year),
and at any adjournment of the meeting.

Signed this ____________ day of ____________________, ________ (Day, Month, Year).

Signature _______________________________________________.

Resolution statement(s) ____________________________________________________________
*in favour _____         *against _____
* Strike out whichever is not wanted for each statement above. (Unless otherwise instructed, the proxy may vote as the proxy considers appropriate.);

and
      35.12.4 each instrument appointing a proxy must be given to the Secretary before the start of the meeting or adjourned meeting at which the person named in the instrument proposes to vote; or
      35.12.5 if the Secretary is not present, shall be given to a member of the Executive Committee other than the chair of the meeting
35.13 Where required, a ballot of members may be conducted by mail, electronically, or through an appropriate issue of the Association's Newsletter, in which the issues requiring membership decision shall be clearly stated, and a voting form is provided for the membership to express its view.
35.14 The Secretary must ensure full and accurate minutes of all questions, matters, resolutions and other proceedings of each Executive Committee meeting and general meeting are entered in a minute book; and
35.15 The Secretary must ensure the minute book for each general meeting is open for inspection at all reasonable times by any financial member who previously applies to the Secretary for the inspection.
35.16 If the Secretary is absent, the chairperson shall appoint a member, who need not be a member of the Board, to act as Secretary of that meeting.

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Article 36: Special General Meeting
36.1 The President may only call a special general meeting by giving each member notice of the meeting within 28 days after --
      36.1.1 being directed to call the meeting by the Executive Committee; or
      36.1.2 being given a written request signed by --
            (a)  four of the members of the Association presently on the Executive Committee; or
            (b)  at least the number of ordinary members of the Association equal to double the number of members of the Association presently on the Executive Committee plus one; or
            (c)  being given a written notice of an intention to appeal against the decision of the Executive Committee to terminate a person's membership.
36.2  A request mentioned in subsection (36.1) must state --
      (a) why the special general meeting is being called; and
      (b) the business to be conducted at the meeting.
36.3  The Executive Committee may decide the way in which the notice for the meeting must be given.
36.4  However, a special meeting called to hear and decide a proposed special resolution of the Association must be given in writing.

Article 37: Accuracy of Minutes of Meetings
To ensure the accuracy of the minutes recorded under subsection (35.14) --
37.1  the minutes of each Executive Committee meeting must be signed by the chairperson of the meeting, or the chairperson of the next Executive Committee meeting, verifying their accuracy; and
37.2  the minutes of each Board meeting must be signed by the chairperson of the meeting, or the chairperson of the next Board meeting, verifying their accuracy; and
37.3  the minutes of each annual general meeting must be signed by the chairperson of the meeting, or the chairperson of the next annual general meeting, verifying their accuracy; and
37.4  the minutes of each special general meeting must be signed by the chairperson of the meeting, or the chairperson of the next meeting of the Association that is a annual general meeting, verifying their accuracy.

Article 38: International Association of School Librarianship (IASL) Inc. Conferences
38.1  The Executive Committee shall determine policies and procedures for all conferences sponsored or co-sponsored by the Association
      38.1.1  This information shall be made available to potential conference organizers in a "Partnership Agreement for Hosting an IASL Conference" and an associated Planning Handbook.
      38.1.2. Conference policy and procedures shall be subject to an annual evaluation and review as required to ensure financial viability.

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Article 39: Relationships With International Bodies
The Association may establish and maintain formal relationships with such other international bodies as shall be determined by the Executive Committee. The Vice-President -- Association Relations shall be responsible for these relations, and shall seek to identify joint activities of mutual interest and benefit.

Article 40: By-Laws
40.1  The Executive Committee may make, amend or repeal by-laws, not inconsistent with these rules, for the internal management of the Association.
40.2  These by-laws shall only be altered or amended by a majority vote of the annual general meeting.
40.3  Recommendations for by-law changes must be considered by the Executive Committee prior to presentation to the membership.
40.4  Proposals for amendments must be distributed to the membership in printed form by the Secretary no fewer than thirty (30) days prior to the meeting at which they are to be considered.
40.6  To be passed, an amendment of the bylaws shall require a seventy-five (75%) percent majority of the votes cast.
40.7  Results of the vote to amend the bylaws shall be announced to the membership at the Annual General Meeting and in the Association's Newsletter.

Article 41: Alteration of rules
41.1  Subject to the Associations Incorporation Act 1981 (Queensland) rules may be amended, repealed or added to by a special resolution carried at a general meeting or the annual general meeting.
41.2  However an amendment, repeal or addition is valid only if it is registered by the chief executive.

Article 42: Common seal
42.1  The Executive Committee must ensure the Association has a common seal.
42.2  The common seal must be --
      (a) kept securely by the Executive Committee; and
      (b) used only under the authority of the Executive Committee.
42.3  Each instrument to which the seal is attached must be signed by a member of the Executive Committee and countersigned by --
      (a) the Secretary; or
      (b) another member of the Executive Committee; or
      (c) someone appointed by the Executive Committee.

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Article 43: Liability of Members of the International Association of School Librarianship (IASL) Inc. Board
43.1  Every Board Member of the Association or other person who has undertaken or is about to undertake any liability on behalf of the Association, shall from time to time and at all times, be indemnified and saved harmless out of the funds of the Association, from and against:
      (a)  all costs, charges and expenses that such Board Member sustains or incurs in or about any action, suit, or proceedings that is brought, commenced or prosecuted against him/her, or in respect of any act, deed, matter or things whatsoever, made, done or permitted by him/her, in or about the execution of the duties of his/her office or in respect of any such liability;
      (b) all other costs, charges and expenses that he/she sustain or incurs in or about in relation to the affairs thereof, except such costs, charges or expenses as are occasioned by his/her own willful neglect or default.

Article 44: Funds and accounts
44.1  The funds of the Association must be kept in an account in the name of the Association in a financial institution decided by the Executive Committee.
44.2  Records and accounts must be kept in the English language showing full and accurate particulars of the financial affairs of the Association.
44.3  All amounts must be deposited in the financial institution account as soon as practicable after receipt.
44.4  If an amount of $100 or more is paid by cheque, the cheque must be signed by any 2 of the following --
      (a) the President;
      (b) the Secretary;
      (c) the Treasurer;
      (d) another member authorised by the Executive Committee for the purpose.
44.5  Cheques must be crossed "not negotiable".
44.6  If necessary, a petty cash account must be kept on the imprest system, and the Executive Committee must decide the amount of petty cash to be kept in the account.
44.7  All expenditure must be approved or ratified by the Treasurer.
44.8 Executive Committee members shall not be compensated by the Association for being or acting as an Executive Committee member, or receive any other direct or indirect profit from the office. The Secretary, as an ex-officio member of the Executive Committee, shall be exempt from 44.8 and shall be compensated under terms set out in an agreed contract for professional services.
44.9  Executive Committee members shall be reimbursed for all expenses necessarily and reasonably incurred while engaged in the affairs of the Association, and as approved within the annual budget.
44.10 The treasurer must, as soon as practicable after the end of each financial year, ensure a statement containing the following particulars is prepared --
      (a) the income and expenditure for the financial year just ended;
      (b) the Association's assets and liabilities at the close of the year;
      (c) the mortgages, charges and securities affecting the property of the Association at the close of the year.
44.11 The auditor must examine the statement prepared under subsection (44.10) and present a report about it to the Secretary before the next annual general meeting following the financial year for which the audit was made.
44.12 The income and property of the Association must be used solely in promoting the Association's objects and exercising the Association's powers.

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Article 45: Documents
The Executive Committee must ensure the safe custody of books, documents, instruments of title and securities of the Association.

Article 46: Financial year
46.1  The financial year of the Association shall be from 01 April to 31 March.
46.2  The financial year shall govern all business activities of the Association.

Article 47: Distribution of surplus assets to another entity
47.1  The membership of the Association may, by a seventy-five (75 %) percent vote of agreement on ballots cast from all members at a special meeting called for that purpose, dissolve the Association.
47.2  In the event of dissolution, of the Association, the Executive Committee shall be empowered to act as trustee, with regard to concluding the business of the Association
47.3  This section applies if the Association --
      (a) is otherwise wound-up under part 10 of the Act in the State of Queensland, Australia; and
      (b) it has surplus assets.
47.4  The surplus assets must not be distributed among the Association members.
47.5  The surplus assets must be given to another entity --
      (a) having objects similar to the Association's objects; and
      (b) the rules of which prohibit the distribution of the entity's income and assets to its members.
47.6  In this section -- "surplus assets" has the meaning given by section 92(3) of the Queensland Associations Incorporation Act 1981.

Article 48: Rules of Order
Sturgis Code (latest edition) shall, where not inconsistent with the bylaws of the Association, govern the conduct of any meeting of the Association's members, Board or Executive Committee

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Last Updated 6 July 2006 (KSB)

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