By-Laws

MISSION STATEMENT

The Chesapeake Information and Research Library Alliance (CIRLA) is a voluntary, not-for-profit organization of educational and research institutions in Delaware, the District of Columbia, and Maryland, which are members of the Association of Research Libraries and which have been accepted for membership. The purpose of CIRLA is to enhance education and research at member institutions through collaborative development of library collections and service programs and expanding use of information technology.

ARTICLE I. NAME

The name of the organization shall be the Chesapeake Information and Research Library Alliance. Its acronym shall be CIRLA. It shall be referred to in the bylaws as "CIRLA." CIRLA is a voluntary, not-for-profit organization of educational and research institutions in Delaware, the District of Columbia, and Maryland, which are members of the Association of Research Libraries and which have been accepted for membership. The purpose of CIRLA is to enhance education and research at member institutions through collaborative development of library collection and service programs and expanding use of information technology.

ARTICLE II. MEMBERSHIP

Section I. Founding Members
Founding members of CIRLA are Georgetown University, Howard University, Johns Hopkins University, Smithsonian Institution, University of Delaware, and University of Maryland at College Park.

Section II. Member Representation
Members shall be represented by the head of the library or library system of each institution or a designated substitute who shall constitute the board of directors of CIRLA. Each member shall have one vote.

Section III. Membership Year and Fiscal Year
The membership year and the fiscal year shall begin July 1 and end on June 30 of the subsequent year.

Section IV. Dues
Annual dues may be assessed.

ARTICLE III. OFFICERS

Section I. Officers
The officers of CIRLA shall be a president and a vice-president/president-elect. These officers shall perform the duties prescribed by the bylaws and by the parliamentary authority adopted by CIRLA.

Section II. Nominations
The nomination process shall be determined annually prior to the first meeting of the year. Election of officers shall take place at the first meeting of the year.

Section III. Term of Office
All officers shall be elected to serve for two years or until their successors are elected, with a maximum of two consecutive terms. The term of office shall begin July 1.

Section IV. Vacancies
In the event of a vacancy in the office of the president, the vice-president/president-elect shall assume the office of president for the remainder of the term. Vacancies in the office of vice-president/president-elect shall be filled by a special election.

ARTICLE IV. MEETINGS

Section I. Meeting Schedule
Frequency of meetings shall be decided at the first meeting of the year. The board of directors of CIRLA shall meet at least once a year. Any action which may be taken at a meeting of the Board may be taken without a meeting if a consent in writing setting forth the action so taken shall be signed by all members of the Board.

Section II. Annual Meeting
The first meeting of the year shall be known as the annual meeting and shall be for the purpose of electing officers, receiving reports of officers, committees and task forces, and for any other business that the board of directors may wish to consider.

Section III. Special Meetings
Special meetings may be called by the president and shall be called upon the request of three members of CIRLA. The purpose of the meeting shall be stated in the call. Except in cases of emergency, a minimum of ten calendar days's notice shall be given.

Section IV. Quorum
Two-thirds of the membership shall constitute a quorum.

ARTICLE V. BOARD OF DIRECTORS

Section 1. Board of Directors
The officers and the membership of CIRLA shall constitute the board of directors. The board of directors shall propose plans for CIRLA and prepare agendas for meetings.

Section II. Executive Committee
The Executive Committee of CIRLA shall be comprised of the current President, Vice President/President-elect and Past President.

ARTICLE VI. COMMITTEES

Section I. Committees and Task Forces
CIRLA committees, standing or special, and task forces, may be appointed by the president with a charge developed and/or approved by the board of directors. CIRLA committees and task forces may be proposed by member institutions to the president and shall observe the following sequence: 1) letter of intent which sets out the rationale, 2) proposed charge which defines objective and programs, 3) in the case of a task force, a date must be given for completion of the charge, 4) consideration of the letter of intent and proposed charge if submitted within 15 days prior to the next meeting of the CIRLA board of directors, 5) approval, deferral, or rejection by the board of directors.

Section II. Committee and Task Force Composition
Committees and task forces may include representatives from CIRLA institutions as well as institutions not members of CIRLA. Members of the board of directors may be members of a committee or task force.

Section III. Standing Committees
All standing committees shall submit an annual report to the board of directors through the president. Modification of a charge may be proposed at any time and submitted to the president for consideration and approval, modification or rejection by the board of directors.

Section IV. Appointment
Committees may be appointed by the board of directors to conduct its business.

ARTICLE VII. RECORD OF PROCEEDINGS
CIRLA shall keep a record of all proceedings at the meetings of the board of directors.

ARTICLE VIII. PARLIAMENTARY AUTHORITY.
The rules contained in the current edition of Robert's Rules of Order Revised shall govern CIRLA in all cases to which they are applicable and in which they are not inconsistent with the bylaws and/or any special rules of order CIRLA may adopt.

ARTICLE IX. AMENDMENT OF THE BYLAWS

Section I. Amendments
The bylaws of CIRLA may be amended at any regular meeting of the board of directors by a two-thirds vote, provided that the amendment has been submitted in writing at the previous regular meeting.

Section II. Technical Corrections
The Executive Director is empowered to make technical modifications to the Policy Documents, provided the proposed modifications are presented in writing and approved at a Board of Directors meeting. A proposed technical modification may be rejected by majority vote of the Directors present at that meeting. A technical modification may address only numbers and titles of the parts of the Policy Documents, cross-references, spelling, grammar, punctuation, capitalization, abbreviation, consistent terminology, and parallel structure. Numbers and titles of the parts of the Policy Documents are for ease of reference only and have no substantive effect. A technical modification shall take effect at the end of the meeting at which it is presented, unless it is rejected. (Policy Documents include Incorporation Documents, Bylaws, Policies and Procedures). These bylaws were approved by the CIRLA board of directors on November 30, 1995. The revisions to the bylaws proposed June 25, 2001 and approved on September 25, 2001 took effect retroactively as of July 1, 2001. Drafted 5/3/95, revised and approved 11/30/95, 1/5/96, 2/16/96,1/31/97,7/10/98 9/29/99, 9/28/01, 6/20/2002.