Article I — Name
The name of the association shall be the Manitoba School Library Association (hereinafter referred to as the Association.) The Association shall be affiliated with the Manitoba Teachers’ Society (hereinafter referred to as the Society) as a Special Area Group of Educators (SAGE).
Article II – Registered Office
The registered office of the Association shall be at such place in the Province of Manitoba as the members may by special resolution decide.
Article III – Non– Profit Status
The Association shall be carried on without purpose of gain for its members and any profits and or other gains to the organization shall be used in promoting its objectives.
Article IV — Objectives
The objectives of the Association shall be to promote school libraries by…
a)providing teacher-librarians and other library staff with opportunities for professional growth;
b) encouraging improvements in the qualifications of all personnel in school libraries;
c) promoting high standards of educational programs that support a broad range of literacies across the curriculum for Manitoba students;
d) maintaining liaison between school and other organizations interested in library and information services;
e) providing means for communication and interaction;
f) advocating for equity of services, resources and programming in school libraries across all Manitoba schools.
Article V - Interpretation
In all by-laws of the Association, where the context so requires or permits, the singular shall include the plural and the plural the singular; the “person” shall include firms and Corporations; and the masculine shall include the feminine, or the feminine the masculine; and where terms are used herein as defined in the Corporations Act, such terms, unless the context otherwise requires, shall wear the same meaning as so defined in the Corporations Act.
Article VI – Disposition of Assets
Be it enacted as a by-law of the Manitoba School Library Association, Inc. that:
1. In the event the Association ceases to be active, the last active Board shall authorize the disposal of the existing funds of the Association.
2. The terms of such disposal shall include:
a) the recipient organization(s) shall be non-profit;
b) the recipient organization (s) shall actively promote school libraries.
By-Law I — Membership
1. The following shall be eligible for membership:
a) Full: All active and associate members of the Manitoba Teachers’ Society and any other persons actively interested in furthering the objectives of the Association.
b) Honorary: Any individual so appointed by a resolution of the Board of Directors of the Association.
c) Student: Any individual enrolled in a course of study recognized by the Manitoba Department of Education.
2. a) The Board of Directors shall ascertain that 60% of the members are active or associate members of the Manitoba Teachers’ Society.
b) Only MTS members are counted for the MTS allocation of funds to the Association.
c) The Association shall maintain at least twenty members who are also members of MTS. Should the number not be maintained for a period of two years, the Association shall be declared defunct.
3. The membership year shall be from September 1st of one year to August 31st of the following year:
a) Membership fees shall be established by resolution at each annual general meeting of the Association. Fees are set to cover costs which will enable the Association to provide quality programs and services to its members.
b) Full members pay full fees.
c) Student membership fees shall not exceed half of the Full membership fee in any given year.
4. Honorary members do not have to pay membership fees.
5. Institutional and corporate subscriptions shall be separated from memberships and that subscription fees be set at cost-recovery level.
By-Law II – Board of Directors
1. The general control and management of the activities of the Association shall be vested in the Board of Directors (hereinafter referred to as the “Board”).
2. The Board shall consist of:
a) the president
b) the president-elect
c) the past-president
d) the secretary
e) the treasurer
f) the chair(s) of all standing committees
g) two (2) members-at-large
3. The table officers of the Association include the president, the president-elect, the past-president, the secretary, the treasurer, and two (2) members-at-large. The duties of the officers and committees are outlined in an organizational handbook.
4. The president, president-elect, secretary, and treasurer shall be elected by the general membership to hold office for a one-year term.
5. a) The office of president-elect shall be the first of three consecutive offices. The second will be as president and the third as past president.
b) The president elect will be the representative of the Association on the Special Area Group of Educators council of MTS. If the president elect is not an active member of MTS, any other MTS member of the executive of the Association or any MTS member at large will be appointed.
6. Every member of the Board shall be a member in good standing of the Association, and shall take office on July 1st or within two weeks following his or her election in cases where successors were not elected or appointed on July 1st.
7. The powers of the Board shall be exercised by resolution passed at a meeting at which a quorum is present, or by resolution in writing signed by all the directors.
8. If a vacancy should occur in the office of president, the president-elect shall fill that vacancy and the Board shall appoint a president-elect until the end of the term.
9. If a vacancy should occur in the office of the president-elect, past president, secretary, treasurer or a chair of a standing committee, the Board shall appoint a replacement for the remainder of the term.
By-Law III – Standing Committees
1. There shall be seven standing committees as follows:
a) Professional Learning
d) Advocacy & Publicity/Public Relations
e) Special Area Group of Educators (SAGE) Conference
2. Appointment of standing committees:
a) Standing committee chairpersons “a” through “g” shall be elected by the Board from recommendations of the nominating committee. These positions are effective July 1st of each year, and terminate on June 30th, with the exception of the chair (s) of the SAGE committee, who will remain on the Board for a term ending on December 31st, following the SAGE conference for which s/he is responsible. The Awards Committee is chaired by the past president.
By-Law IV – Other Committees
a) There shall be a nominating committee, chaired by the past president.
b) The Board shall strike ad-hoc or special committees as deemed necessary.
c) The mandate and terms of reference for each ad-hoc or special committee shall be established by the Board.
By-Law V – Liaison Officers
1. The Board may invite liaison officers from related interest groups to participate in the meetings of the Board. These liaison officers shall have no vote. The privileges and terms of the invitations shall be defined by the Board.
By-Law VI — Meetings
1. General meetings of the Association
a) At least seven (7) days notice of any general meeting shall be sent to every member of the Association, unless an urgent matter for consideration by the general membership warrants shorter notice.
b) Every notice of a general meeting shall state the nature of the business of the meeting, as well as the time and place.
c) The quorum for the transaction of business at any general meeting shall be ten percent (10%) of the members in good standing.
d) The annual general meeting of the members of the Association shall be held between May 1st and June 30th on a day determined by the Board.
e) Each regular member shall have one (1) vote.
2. Meetings of the Board
a) Meetings of the Board shall be held from time to time and at such places as the Board determines.
b) Notice of the time and place of each meeting of the Board shall be sent to each director, each committee chair and each liaison officer not less than forty-eight (48) hours before the time when the meeting is to be held.
c) A director, committee chair, or liaison officer may in any manner waive notice of or otherwise consent to a meeting of the Board.
d) Each director present shall have one (1) vote at the meetings of the Board.
e) In the case where there is more than one (1) chairperson of the committee, there shall be only one (1) vote cast.
f) A majority of directors shall constitute a quorum for a meeting of the Board.
3. Meetings of committees
a) Notice of the time and place of any committee meeting shall be given to each member of the committee not less than forty-eight (48) hours before the time when the meeting is to be held.
b) A committee member may in any manner waive notice of or otherwise consent to a meeting of the committee.
c) Each committee member shall have one (1) vote at the meetings of the committee.
d) A majority of the committee members shall constitute a quorum for a meeting of the committee.
By-Law VII – Nominations and Elections
a) The chairperson of the nominating committee shall be the past president.
b) The nominating committee shall canvass the membership for nomination of the members of the Association to stand for all positions on the Board.
c) All nominees shall be members in good standing of the Association.
d) No member shall be eligible to serve more than three (3) consecutive terms in the same office, without the approval of the Board.
e) The nominating committee shall present the list of nominees to the Board at least sixty (60) days prior to the annual general meeting.
f) Any member of the Association shall have the right to hold elected office.
a) Every member in good standing shall have the right to vote.
b) The nominating committee shall set the date and notify the members of the Association of procedures for the return of ballots so that the ballots may be received by the returning officer no later than one (1) week prior to the annual general meeting.
c) The nominating committee shall prepare ballots and mail one (1) to each member of the Association at least thirty (30) days prior to the annual general meeting.
d) The ballot shall:
e) i) list the candidates for the elected offices;
ii) instruct the member to vote by indicating a single preference for each office;
iii) have a format which assures that the vote is confidential.
By-Law VIII — Chapters
Local or regional chapters may be formed, subject to
1. the approval of the chapter’s constitution by the Association
2. the approval of the chapter’s constitution by the Provincial Executive of the Society;
3. continued affiliation is at the discretion of the Association.
A local or regional chapter shall be deemed to be inactive if it has not formed an Executive for two (2) successive years.
By-Law IX – Fiscal Year
The fiscal year for the Association shall terminate on the 31st day of August each year.
By-Law X – Amendments of the Constitution and By-Laws
1. These by-laws may be repealed, amended or added to at any annual general meeting of the Association, or by mail-in ballot.
2. Proposed amendments for presentation to an annual general meeting must be circulated to the membership at least thirty (30) days prior to the meeting.
3. To be accepted, the amendments must be approved by two-thirds majority of the members voting and in attendance at the AGM.
4. In the case of a mail-in ballot, the proposed amendments must be circulated to all members at least thirty (30) days prior to the deadline for returning ballots. To be accepted, the proposed amendments must be approved by two-thirds of the mail-in ballot.
By-Law XI – Signing Authorities
1. Contracts, documents or other instruments in writing requiring a signature of the Association shall be signed by any two of the past president, the president, the president elect, or the treasurer, and instruments in writing so signed shall be binding upon the Association without any further authorization or formality. The Board shall have the power, from time to time, by resolution to appoint any officer or person on behalf of the Association to sign contracts, documents or instruments in writing generally or to sign specific contracts, documents or instruments in writing.
2. All cheques, drafts or orders for the payment of money shall be signed by the treasurer and either the past president, the president or the president elect. The Board shall have the power to appoint, from time to time, any officer or other person to sign cheques, drafts or orders for payment of money generally, or to sign specific cheques, drafts or orders for money.
By-Law XII – Borrowing Powers
Be it enacted as a by-law of the Manitoba School Library Association, Inc., that:
1. The Board may from time to time borrow money upon the credit of the Association.
2. The Board may from time to time authorize any director, officer or other person to make arrangements with reference to the money borrowed or to be borrowed, and so the terms and conditions of the loan thereof, and generally to manage, transact or settle the borrowing of money by the Association.
3. The Board may from time to time authorize any director, officer or other person to sign, execute and give on behalf of the Association all documents, agreements and promises necessary for the purpose aforesaid and the same signed or given shall be binding upon the Association.
By-Law XIII – Control of Documentation
Be it enacted as a by-law of the Manitoba School Library Association, Inc. that all books of records, files, deeds, properties and monies of the Association in the possession of the members of the Board or other members shall be forthwith returned to the Association upon completion of term of office. Upon request, a member shall return to the Association any property of the Association in his possession.
last updated May 11, 2015.