Article I - NAME

The name of this organization shall be the Consortium of  Southern Biomedical Libraries, Inc. whose authorized acronym shall be CONBLS.

Article II - PURPOSES

The purposes of the Consortium shall be:
A) To exchange information and share existing resources to mutual advantage;
B) To participate in cooperative programs and joint projects.

Article III - MEMBERSHIP
Section 1 

Members .  Members shall be academic health sciences libraries serving institutions eligible for accreditation by the LCME.

Section 2 

Geographic Limitation.  All members shall be libraries located within the states of Alabama, Florida, Georgia, Mississippi, South Carolina, Tennessee, the Commonwealth of Puerto Rico, or the United States Virgin Islands.

Section 3

Rights and Privileges.   Each full member shall have one vote, to be cast by its director, who shall be eligible for office and serves as a member of the Board of Directors; an interim or acting director or other designated alternate shall substitute for a director when necessary but shall not be eligible for office.

Article IV - BOARD OF DIRECTORS
Section 1 

Members.  Members of the Board are directors or director designees for each library member in CONBLS.

Section 2

Officers
         A.   Officers of the Board shall be the Chair, Chair-elect, immediate past Chair, the Treasurer and the Secretary, who shall be drawn from the members of the Board
         B.   The Chair shall serve a one-year term; the Chair-elect shall serve a one-year term and then succeed to the office of Chair; the Treasurer shall serve a three-year term; the Secretary shall serve a three-year term; and the immediate past chair shall serve for a one-year term.        

Section 3 

Duties of the Officers

         A.  The Chair has general responsibility for the business of the Board, its annual meetings and other events. He or she will preside at the meetings of the Board and shall have such other powers and duties as are commonly incidental to this office or as shall be prescribed by the Board.

         B.  The Chair-elect serves in the absence of the Chair and assists the Chair with the business of the Board.

         C.   The Treasurer shall maintain a current list of members and of their representatives; shall be responsible for receipt, custody and disbursement of the funds of the Consortium according to guidelines developed by the treasurer and approved by majority vote of members; and shall file any official documents required by federal or state law. 

         D.    The Secretary shall prepare minutes of all meetings of the Board and maintain appropriate records of Board transactions.

          E. The Past-Chair will chair the Nominating Committee and will be responsible for review of the Bylaws, making recommendations for change, if appropriate, to the Members.

          F.     The filling of any vacancy shall be by action of the Board.

          G.     The term of office for the Board commences at the annual business meeting. Officers may be re-elected by majority vote of the membership.

Section 4

Authority and Responsibility
The Board of Directors shall:
           A.     determine the policies and operations of the Consortium.
           B.     designate the annual dues to be paid by members.
           C.     commit Consortium funds for expenditure.
           D.     create committees as needed.
           E.      appoint or hire staff support for the Consortium, as needed.
No decision of the Board shall supersede or contravene the applicable statutes, rules, or regulations by which an individual member of the Consortium is governed.

Section 5

Regular Meetings.   The Board shall meet once a year on the call of the Chair, normally in conjunction with the annual SC/MLA meeting.

Board members may invite up to 2 senior members of their staff to attend regular meetings. Additional staff attendance will require majority vote of the membership.

Board members may invite special guests to regular meetings by majority vote of the membership. This vote may be conducted using e-mail, allowing 2 weeks for members to cast votes.

Section 6 

Special Meetings.   A special meeting of the Board shall be called at any time deemed necessary by at least three  Board members, with at least one month’s notice.

Board Members may invite up to 2 senior members of their staff to attend special meetings or retreats.

Additional staff attendance will require majority vote of the membership.

Board Members may invite special guests to special meetings or retreats by majority vote of the membership. This vote may be conducted using e-mail, allowing 2 weeks for members to cast votes.

Section 7 

Notice of Meetings.   Notice stating the place, day, and time and (in the case of a special meeting) the purpose for  which the meeting is called shall be given to each board member at the direction of the Chair or by the officers or  persons calling the meeting.

Section 8 

Quorum .  At all meetings a simple majority of Board members shall constitute a quorum.

Article V - MISCELLANEOUS PROVISIONS
Section 1

Fiscal Year.  The fiscal year of the Consortium shall be from July 1 through June 30.

Section 2 

Fiscal Entity.  The Consortium shall serve as its own fiscal agent.  If for any reason the Consortium is dissolved, funds and assets shall be apportioned as the Board directs.

Section 3

Robert’s Rules of Order Newly Revised shall govern all business of the Board of Directors provided they are not inconsistent with the Articles of Incorporation and these Bylaws and any special rules of order that the organization shall adopt.

Article VI - CONSORTIUM PROPERTY
Section 1 

Property in library resources, equipment, and other categories shall be marked with Consortium identification, and held by designation of the Board by any full member which shall than be responsible for these materials.

Section 2

Library material acquired by the Consortium shall be available equally to all members and their constituencies and to all other qualified users.

Article VII - BYLAWS
Section 1 

Amendments.  These bylaws may be amended at any regular meeting of the Board of Directors by a two-thirds vote, or by a two-thirds vote in email provided that the proposed amendment shall have been submitted in writing by a member of the Board either at the previous regular meeting or by mail or email to the other members of the Board at least thirty days in advance of the vote. 

Section 2

Suspension.  These bylaws shall be suspended for cause when a two-thirds vote at any regular meeting of the Board of Directors so directs.