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ASIAN DIVISION FRIENDS SOCIETY

BYLAWS

PREAMBLE

The collections and services of the Asian Division of the Library of Congress encompass Asian-language materials from China, Japan, Korea, Mongolia, Southeast Asia, and the South Asian subcontinent.  These collections are the most comprehensive source of Asian language materials outside of Asia – with manuscripts and other unique historical materials, current electronic media, and millions of Asian books, periodicals and newspapers. 

For Asian-related materials in Western languages, materials originating outside of Asia, materials in special formats (such as films and maps), and Asian legal materials, the Asian Division coordinates with the Law Library of Congress and other Library divisions where such materials are curated and served. 

 

ARTICLE I          NAME

The name of this organization shall be the Library of Congress Asian Division Friends Society (ADFS).

 

ARTICLE II         PURPOSE

Section 1.       Association.  The purpose of the ADFS shall be to maintain an association of persons interested in the collections and services of the Asian Division of the Library of Congress and to offer the perspective of such individuals to the Library of Congress. 

Section 2.       Collections.  The ADFS works to enhance the Asian Division collections and promote their use, and to strengthen the division’s services, thereby helping preserve the knowledge and creativity of the peoples of Asia.

Section 3.       Services and Outreach.  The ADFS works to help strengthen Asian Division services by helping in division outreach programs and in fundraising for programs and initiatives approved by the Library. 

 

ARTICLE III        MEMBERSHIP

Section 1.       Eligibility.  Any individual, organization, institution or business interested in the purposes of the ADFS may become a member. 

Section 2.       Member Types 

A.        Active Members.  Members who make an annual contribution to the Library of Congress for the benefit of the Asian Division shall be active members. 

B.         Founding Members.  All members who joined the ADFS in 2003 and during the first three months of 2004 shall be founding members, as long as they remain active members. 

C.        Life Members.  With the approval of the Chief of the Asian Division, the Board of Directors may recognize individuals who provide exemplary service to the Asian Division or make significant contributions to the division as life members.  

D.        Honorary Members.  The Chief of the Asian Division may designate honorary members.   

E.         Inactive Members.  Except for life members and honorary members, a member who has not made a contribution in two consecutive years shall become an inactive member.  

F.         Ex Officio Member.  The Chief of the Asian Division shall be a non-voting member, ex officio.  

G.        Asian Division Employees.  Current employees of the Asian Division of the Library of Congress may be non-voting members, ex officio. 

Section 3.       Membership Year.  The membership year shall be from January 1 through December 31.

Section 4.       Members Not Liable.  A member of the ADFS is not, as such, personally liable for the debts, obligations, acts or omissions of the ADFS. 

Section 5.       Termination of Membership.  After consultation with the Board of Directors, the Chief of the Asian Division shall have the power to remove members from the ADFS. 
 

ARTICLE IV       PRIVILEGES

Section 1.       Meetings; Voting; ADFS Activities.  All active members have the right to attend and vote at membership meetings and to participate in the programs and activities of the ADFS.

Section 2.       Publications.  All members may receive publications that the ADFS or the Asian Division may, from time to time, prepare.   

Section 3.       Special Events.  All members may be invited to special events sponsored by the Asian Division. 

 

ARTICLE V        CONTRIBUTIONS

Section 1.       Annual Contributions.  To support the purposes of the ADFS, members are encouraged to make an annual contribution to the Library of Congress for the benefit of the Asian Division.  Annual contribution is not, however, a requirement of membership in the ADFS. 

A.        Library of Congress Gift Fund.  Member’s annual contributions shall be deposited into the Asian Division Friends Society Gift Fund at the Library of Congress.   The fund is under the direction of the Chief of the Asian Division who shall use it for the  purposes set forth in the instrument of gift that established the fund in 2005.    

B.         Schedule of Suggested Contributions.  The Board of Directors, in consultation with the Chief of the Asian Division, shall establish a schedule of suggested annual contributions. 

Section 2.       Additional Contributions and Endowments.  Members may make additional contributions to the Library of Congress for the benefit of the Asian Division.  With the approval of the Librarian of Congress and Library of Congress Trust Fund Board, a contribution of $25,000 or more may be established as an endowment and named by the donor, with income used to support the Asian Division as specified in the donor’s instrument of gift.   

Section 3.       Contributions to the Library of Congress; Tax Deductions.  Donations of money, securities or property for the benefit of the Library of Congress, its collections, and its service are authorized under 2 U.S.C. §§ 131, 156 and 160.  As contributions to the U.S. Government that will be used for exclusively public purposes, donations to the Library qualify as “charitable contributions” under section 170(c)(1) of the Internal Revenue Code.  Accordingly, they are tax deductible to the extent provided by law and Internal Revenue Service regulations. 

 

ARTICLE VI       BOARD OF DIRECTORS

Section 1.       Composition.  There shall be a Board of Directors consisting of fifteen to twenty members.  The Chief of the Asian Division and the Secretary shall serve as non-voting members of the Board.

Section 2.       Appointment; Eligibility; Vacancies.  Directors shall be nominated by the Chief of the Asian Division, in coordination with the Executive Committee, and approved by a majority vote of the directors.  Members who have made an annual contribution to the Library of Congress per Article V section 1.B. shall be eligible to serve on the Board. In the event of a vacancy, the Chief of the Asian Division may, with the approval of the Board, appoint a member to serve the remainder of the director’s term.       

Section 3.       Terms.  The term of a director shall be three years.  Directors may serve more than one term.   

Section 4.       Officers.  The Board shall elect a President and up to three Vice Presidents.  The terms of the President and the Vice Presidents shall be three years.  In the event of a vacancy in the office of the President, the Board shall appoint one of the Vice Presidents to assume the office of President for the remainder of the vacant term, and, as necessary, may elect a new Vice President.      

Section 5.       Duties.  The Board shall manage the affairs of the ADFS and establish policies and guidelines for its operations.  ADFS decisions, policies and guidelines cannot commit the resources of the Library of Congress or the Asian Division. 

A.        Approvals.  All proposed ADFS policies, guidelines, and decisions, and all programs, outreach, website, publications, and other public-facing activities of the ADFS are subject to the prior approval of the Chief of the Asian Division. 

B.         Use of the Library’s Name.  In accordance with Library of Congress regulation 110, “Policy on the Authorized Use of the Library Name, Seal, or Logo,” any ADFS use of the name or logos of the Library of Congress or the Asian Division requires the additional prior approval of the Library of Congress Director of Communications.  Such approvals shall be coordinated by the Secretary. 

Section 6.       Board Meetings.  The Board shall meet at least twice a year:  once in April, May, or June and once in September, October or November.  Other meetings may be called by the Chief of the Asian Division or, with the approval of the Chief of the Asian Division, by the President or at the request of any three members of the Board.  A simple majority of the voting members of the Board, with either the President or a Vice President presiding, shall constitute a quorum.

 

ARTICLE VII      EXECUTIVE SECRETARIAT

Section 1.       Executive Secretariat.  Within available resources, the Asian Division will serve as the executive secretariat for the ADFS – coordinating the programs and activities of the ADFS and supporting the President, the Vice Presidents, and the Board of Directors in performance of their ADFS duties.  All Asian Division staff members involved with the ADFS are first and foremost Library of Congress employees and are supervised and directed by the Chief of the Asian Division, not by the ADFS.  Asian Division staff members are subject to Library of Congress Regulations (including ethics regulations.)  The Chief will determine the extent to which the Division provides support to the ADFS and the extent to which staff members may participate with the ADFS. 

Section 2.       Secretary.  The Chief of the Asian Division shall appoint a Library employee to serve as Secretary to the ADFS.  The Secretary, with the support of any Assistant Secretaries and ADFS committee chairs, shall serve as the secretary to the Board of Directors, shall maintain official ADFS records and membership lists, prepare an annual report, and send out mailings.  The Secretary shall maintain up-to-date records of ADFS member contributions to the Asian Division and provide the Chief of the Asian Division and the Board of Directors with an annual financial report on the Library of Congress Asian Division Friends Society Gift Fund.    

Section 3.       Assistant Secretaries.  As needed, the Chief may appoint Assistant Secretaries. 

 

ARTICLE VIII     COMMITTEES

Section 1.       Executive Committee.  The ADFS shall have an Executive Committee chaired by the President and consisting of the Vice Presidents and the ADFS committee chairs.  The Chief of the Asian Division, the Secretary and any Assistant Secretaries shall be non-voting members of the Executive Committee.

Section 2.       Standing and Ad Hoc Committees.  The ADFS shall have such standing and ad hoc committees as may be established by the Executive Committee.  The chair of each committee shall be appointed by the Executive Committee.  The Chief of the Asian Division and the Secretary shall be non-voting members of all standing committees. 

Section 3.       Committee Reports.  The Committees shall report and make recommendations to the Executive Committee and the Board of Directors as required.

 

ARTICLE IX       MEMBERSHIP MEETINGS

Section 1.       Annual Meeting.  The annual membership meeting of the ADFS shall be held each spring, with the time and place to be determined by the Executive Committee in consultation with the Board of Directors and the Chief of the Asian Division.

Section 2.       Special Meetings.  Special meetings of the ADFS may be called at any time by the Chief of the Asian Division, or, with the approval of the Chief of the Asian Division, by the President or by a majority of the Directors.

Section 3.       Quorum; Voting.  Ten members present, in addition to a quorum of the Board of Directors, shall constitute a quorum, and every member shall be entitled to vote on all matters brought before the ADFS.  All decisions shall be by majority vote.  Voting may be conducted in person, by mail, or electronically.

 

ARTICLE X        PARLIAMENTARY AUTHORITY

The rules contained in Roberts’ Rules of Order Revised (current edition) shall govern the ADFS in all cases in which they are applicable, and in which they are not inconsistent with these Bylaws.

 

ARTICLE XI       AMENDMENT

These Bylaws may be amended at any annual or special meeting of the ADFS by a two-thirds vote of members present and the approval of the Chief of the Asian Division, provided that notice is given at the previous meeting or by mail or electronic means at least thirty days in advance of the meeting. 

 

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  December 24, 2014
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