By-Laws

ARTICLE I – Body corporate, Officers, Terms of Office, Duties

Section One:    The Board of Trustees is a duly incorporated body under the name of “The Board of Trustees of the Old Bridge Public Library,” existing by virtue of the provisions of Title 40, Chapter 54 of the Laws of the State of New Jersey, and exercising the powers and authority and assuming the responsibilities delegated to it under the said Statutes and the Regulations of the duly authorized State agencies.

Section Two:    According to New Jersey Statutes, the Board of Trustees is composed of seven voting members appointed by the Mayor, plus the Mayor, his alternate, the Superintendent of Schools, and his alternate. The alternate members have power to vote only when the Mayor or Superintendent of Schools are absent.  The officers shall be a President, a Vice President, a Secretary, and a Treasurer, elected from among the appointed Trustees at the annual meeting of the Board.

Section Three: Trustees shall be elected annually to the offices of President, Vice President, Secretary, Assistant Secretary, and Treasurer by the Board of Trustees, upon nomination, second, and the affirmative vote of a majority of the full membership of the Board of Trustees, and shall serve for a term of one year from the annual meeting at which they are elected, and until their successors are duly elected and qualify.

Section Four:   A vacancy in a Trustee position (other than the position of Superintendent or Mayor) shall be filled by the Mayor, and the person so appointed shall serve for the remainder of the term of the original Trustee in that position.

Section Five:     The President shall preside at all meetings of the Board, appoint all committee chairs and members, execute all documents or contracts authorized by the Board, serve as an ex-officio voting member of all committees, and generally perform all the duties associated with that office.

Section Six:     The Vice President shall assume and perform all duties of the President in event of the absence or disability of the President. In the event of a vacancy in the office of President, the Vice President shall assume the office of President for the remainder of current term of the President. In such an event, the resulting vacancy in the office of Vice President shall be filled by election of a successor for the unexpired term of the vacant office consistent with Section Three, above.

Section Seven: The Secretary shall keep a complete accurate account of the proceedings of all meetings of the Board, shall have custody of the minutes and other records of the Board, shall issue notice of all regular and special meetings and shall perform such other duties as are generally associated with that office. Annually or as needed the Board shall designate an Assistant Secretary who shall serve as the Recording Secretary.

Section Eight: The Treasurer, except as may hereafter be provided as set forth in Section 9 following, shall have custody of and be responsible for the funds of the Library. The Treasurer shall be the disbursing officer of the Board, shall perform such duties as generally fall upon that office, and shall give bond in such amount as may be required by resolution of the Board in connection with any funds of the Library not covered by blanket municipal bond. In the absence or inability of the Treasurer, the duties of that office shall be performed by such other Trustee as the majority of the full membership of the Board of Trustees may designate. Annually or as needed, the Board will specify the official depositories for Library funds.

Section Nine:  The Board shall provide by duly adopted Resolution, subject to change from time to time as circumstances require, for the necessary procedures and designated authorized officer(s) signatures to conform to existing Township rules for the expenditure of any allocated appropriation by the Township for the benefit of the Library and any miscellaneous funds that may come into its possession as the result of its operation as an independent agency.

ARTICLE II – Meetings

Section One:    A regular meeting of the Board of Trustees shall be held monthly. Regular meetings may be rescheduled or cancelled in the event that a majority of the Board of Trustees so determines by formal action, or if any such meeting is rendered legally impossible for lack of a quorum of Trustees consistent with the Open Public Meetings Act, N.J.S.A. 10:4-6. Regular meetings shall ordinarily be convened at 7:00pm on the second Wednesday of the month at the Library. However, the date, day, hour, and location of such meetings shall be set and may be revised by the Board of Trustees at the reorganizational meeting, and duly advertised in accordance with the provisions of the Open Public Meetings Act.

Section Two:    The Reorganizational meeting, which shall include the election of officers of the Board of Trustees, shall be the first order of business at the regular meeting in January of each year.

Section Three: In addition to annual revisions as set forth in Section 1, above, the date and hour of any meeting may be changed at the discretion of the President or his/her designee, provided five days’ notice of such change is posted among the public notices displayed in the municipal building, and similar notice is posted in the Library, and that such change is duly advertised in accordance with the provisions of the Open Public Meetings Act.

Section Four:   The order of business for regular meetings of the Board of Trustees shall include, but not be limited to, the following items which shall be covered in the sequence shown so far as the circumstances of the meeting will permit:

                              I. Call to order

                              II. Statement of Adequate Notice

                              III. Roll Call

                              IV. Salute to Flag

                              V. Approval of Minutes                

                              VI. Personnel Action Items

                              VII. Finance Action Items

                              VIII. Old Business

                                              a. New Business
                                              b. Director’s Report
                                              c. Committee Reports:
                                              d. Buildings & Grounds
                                              e. Finance
                                              f. Outreach / Marketing
                                              g. Personnel / Negotiations
                                              h. Policy
                                              i. Technology

                              XII. Public Comments

                              XIII. Adjournment

The Board of Trustees reserves the right to retire into executive session excluding the public, during any duly advertised and convened meeting, for discussion of matters consistent with the provisions of the Open Public Meetings Act, N.J.S.A. 10:4-8(b), upon duly approved motion.

Section Five:   Special meetings may be called by the President or his/her designee; or, on five days’ notice in writing, by any three (3) members of the Board, for such time and place, and for such business only, as shall be specified in the call. Any such special meeting shall be duly advertised in accordance with the provisions of the Open Public Meetings Act.

Section Six:       The location of any regular or special meeting may be changed without advance notice provided notice of such change is posted at that time at the Library in accordance with the Open Public Meetings Act. Location may be changed within the building, to another building, or to a virtual / remote setting at such times as the laws of the State of New Jersey and the regulations of the Department of Community Affairs permit remote meetings.

Section Seven: A quorum for the transaction of business at any meeting shall consist of five Trustees present in person, or via remote means at such times as the laws of the State of New Jersey and the regulations of the Department of Community Affairs permit remote meetings.

Section Eight:   Pursuant to Article I, Section Seven, above, the Secretary shall cause to be created and maintained, reasonably comprehensible minutes of all meetings, which shall at a minimum reflect all actions taken and record the movant, second and votes of all present Trustees on all issues presented for action at such meetings. The minutes shall also reflect the participation of the public and such other salient information as may be included, subject to the review and approval by the full Board of Trustees.

Section Nine:   The Board of Trustees may, but is not legally required to, create and maintain audio and/or video recordings of the public portions of its meetings. Any such recordings shall be accessible to the public, upon request, consistent with the New Jersey Open Public Records Act.

Section Ten:     Parliamentary procedures in the operation of all meetings of the Board of Trustees shall be governed by and consistent with Roberts Rules of Order.

ARTICLE III – Librarv Director,  Other Emplovees

Section One:    The Board of Trustees shall appoint a qualified Library Director who shall be the chief executive and administrative officer of the Library on behalf of the Board and under its review and direction. The Director shall recommend to the Board the appointment and specify the duties of other employees and shall be held responsible for the proper direction and supervision of all staff, for the care and maintenance of Library property, for an adequate and proper selection of books in keeping with the stated policy of the Board, for the efficiency of the Library’s service to the public and for its financial operation within the limitations of the budgeted appropriation.

Section Two:    The Director shall attend all Board meetings except those at which his or her appointment or salary is to be discussed or decided.

Section Three:  In the case of emergent personnel issues, where time does not permit the scheduling of a special meeting for such purposes the Director shall have interim authority to take such personnel actions as may be necessary, all of which actions shall be subject to formal ratification by the action of the Board of Trustees at its next regular meeting.  

ARTICLE IV –  Committees

Section One:    The Board of Trustees shall maintain standing committees, consisting of no more than four (4) Trustees, as follows:

1. Buildings & Grounds
2. Finance
3. Outreach / Marketing
4. Personnel / Negotiations
5. Policy
6. Technology

                  The Board of Trustees may also from time to time establish ad hoc committees, and charge such committees with specifically defined tasks, as needed at determined by a majority of the Board of Trustees. Such ad hoc committees shall be dissolved when their charged tasks are completed or their charge is no longer necessary, at the direction of the majority of the Board of Trustees.

Section Two:    As set forth in Article One, Section 5, above, the President shall appoint Trustees to serve as chairpersons and members of all such committees.

Section Three:  No standing or ad hoc committee will have other than advisory powers unless, by formal action of the Board, it is granted specific power to act.

ARTICLE V – General

Section One:   An affirmative vote of the majority of all members of the Board present at the time shall be necessary to approve any action before the Board.  The President may vote upon and may move or second a proposal before the Board.

Section Two:    These Bylaws may be amended by a majority vote of all members of the Board of Trustees as necessary to remain current and to accurately reflect legal requirements and current practices of the Board. Such amendments shall be effected by a discussion at a regular meeting of the Board, followed by a first and second reading of the revised Bylaw or Bylaws.

Section Three: Any rule, Policy, or resolution of the Board, whether contained in these Bylaws or otherwise, may be suspended temporarily in connection with business at hand, but such suspension, to be valid, may be taken only at a legally advertised and convened meeting of the Board of Trustees, and by affirmative vote of two-thirds of the full Board of Trustees, meaning six (6) Trustees.

ARTICLE VI – Audit

Section One:    The Board of Trustees shall select and hire, by contract, a professionally licensed auditing firm each year to conduct an audit of the previous year’s accounts, no later than June 30, which audit shall conform to all relevant specifications of New Jersey Statutes Tile 40, Chapter 54, and shall be formally approved by the Board of Trustees at a duly advertised and convened meeting