Bylaws

NAME AND MISSION

  1. The Name of this organization shall be Consortium of Ohio Libraries (COOL).
  2. The mission of the Consortium of Ohio Libraries is to meet the information needs of Ohioans through the cooperation of independent libraries.

MEMBERSHIP

  1. Members. There shall be one class of membership in COOL. Membership is held by the participating library. Each member library is a voting member with one vote on the Executive Board.
  2. Qualifications. Membership shall be limited to any tax-payer funded library in Ohio that provides library services and offers a collection for loan beyond its district of service according to the policies and procedures established by COOL.
  3. Application for Membership. Prospective members may apply to join COOL by submitting a completed COOL Membership Agreement form to the Chair of the Executive Board. The Executive Board shall vote on all prospective membership applications
  4. Term. Membership shall be on a calendar year (January 1 – December 31), effective upon receipt of a signed COOL Membership Agreement. Membership is automatically renewed on an annual basis unless notification of termination is given as described in item E, “Termination”, below.
  5. Termination. Any member library can terminate membership in COOL by providing written notice to the Chair of the Executive Board as stated in the COOL Membership Agreement. Notice to terminate membership must be received 12 months before termination. The Executive Board may, by two-thirds (23) majority of all Executive Board representatives, terminate a membership whenever in its judgment the best interests of COOL would be served.
  6. Database. A member library entity leaving COOL or being terminated has the right to receive at cost with in six months a complete copy of its database with attached bibliographic records and patron records extracted from the COOL database in a format meeting the library’s needs.
  7. Working Groups. All member libraries will make available personnel to serve on any working group the Executive Board deems necessary to support COOL. Libraries that cannot assign a member to every working group agree to abide by the policies developed by the working groups and approved by the Executive Board.

EXECUTIVE BOARD

  1. Number and Term. During the COOL initial pilot, all participating libraries will have a seat on the Executive Board filled by the director or a designee. Once membership in COOL reaches 20 members, the Executive Board will re-exam the structure of COOL governance with an eye toward making it a representative council with members appointed for two-year terms.
  2. Officers. The Executive Board shall elect the following officers: Chair, Vice-chair, Secretary, and Treasurer.
  3. Officers’ Duties. The Chair, Vice-chair, and Secretary will perform the following duties and may perform other duties as assigned by the Executive Board:

    1. Chair
      1. Preside over all COOL Executive Board meetings
      2. Approve and distribute minutes of board meetings within the two weeks following each meeting.
      3. Serve as public spokesperson for COOL.
      4. With the COOL Secretary, prepare and distribute an agenda three business days prior to each regular meeting.
      5. Represent COOL in consortium contracts executed and administered by OHIONET.
    2. Vice-chair
      1. Assume the authority and responsibilities of Chair in the Chair’s absence or unavailability.
      2. Become Chair the following term.
      3. Investigate and present to the Executive Board any grievance from a COOL library.
    3. Past-chair
      1. Seat occupied by previous chair.
      2. Provide continuity and historical perspective to consortial leadership.
    4. Secretary
      1. Maintain the minutes of the Executive Board.
      2. With the COOL Chair, prepares and distributes an agenda three (3) business days prior to each regular meeting.
    5. Treasurer
      1. Monitor and report on COOL accounts.

  4. Officers’ Election and Term. The Executive Board Officers shall be elected by a majority vote of the Executive Board. The term of office shall be two years, to commence on January 1 with the exception of the first year. An announcement of the newly elected officers will be sent to the membership promptly following the election. Officers may serve consecutive terms with a two-thirds (23) majority vote of the member libraries, hereafter known as the “membership”.

  5. Vacancies. A vacancy in the office of the Chair shall be filled by the Vice-chair who will serve until the end of the normal term of the vacated office. A vacancy in other offices will be filled by appointment by the Executive Board.

  6. Removal. A two-thirds (23) vote of no confidence from the Executive Board will remove any officer from office. Should any officer be removed, the Executive Board can elect a new representative.

  7. Quorum. A Simple majority of voting members of the Executive Board shall constitute a quorum for the transaction of business at meetings.

  8. Meetings. The Executive Board shall hold at least four meetings per year, with other meetings scheduled as needed. The general membership shall be notified in advance of all Executive Board meetings. All Executive Board meetings are open to member libraries and other interested parties, but only Executive Board members may vote at Executive Board meetings. Additional meetings can be scheduled in the following circumstances:

    1. On the call of the Chair
    2. At the request of two members of the Executive Board
    3. To review all contracts and to make recommendations for approval

  9. Powers. The Executive Board shall:

    1. Formulate policies pertaining to COOL
    2. Act upon recommendation pertaining to COOL
    3. Make recommendations pertaining to COOL and other related issues, e.g personnel, upgrades, enhancements, support, etc.
    4. Conduct research to determine the best practices at any given time.

  10. Attendance. If an Executive Board member cannot attend an Executive Board meeting, the member may make advance arrangements with the Chair and the hosting site to participate electronically, by conference call, or other technology that allows full member participation, with the understanding that these technologies are not conducive to full transcription of the meeting discussion, and that only minimal transcription of actual motions on the floor may be possible when the question is called.

  11. Voting. Only an Executive Board member or designee may cast a vote at an Executive Board meeting. Decisions of the Executive Board are binding on all member libraries. Decisions will be made by a simple majority of Executive Board members present.

  12. Electronic Balloting. At the direction of the Chair of the Executive Board, items may be brought to the Executive Board for electronic ballot.

    1. Notice of issues for electronic ballot must be electronically mailed to each member of the Executive Board on (1) week prior tot he designated “close of ballot” date.
    2. Ballots returned shall be counted if they are dated on or before the designated close of ballot date.

WORKING GROUPS

  1. Appropriate Working Groups (Cataloging, Circulation, Training, etc.) will be recommended and approved by the COOL Executive Board.

AMENDMENT TO THE BYLAWS

  1. COOL Bylaws may be amended at any time by a two-thirds (23) majority vote of the member libraries.
  2. Thirty (30) days prior written notice shall be given to all member libraries of proposed amendments.
  3. Proposed amendments must be submitted in writing to the Executive Board Chair.

RULES OF ORDER

  1. COOL meetings shall be governed by Robert’s Rules of Order and the laws of the State of Ohio.

FISCAL AGENT

  1. OHIONET is the fiscal agent for COOL subject to review and approval by the COOL Executive Board.