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HomeMy WebLinkAbout09/10/12 (Agn) Lib Fnd Board LIBRARY FOUNDATION BOARD AGENDA CITY OF RANCHO CUCAMONGA REGULAR MEETING Second Monday 6:00 p.m. October 12, 2009 Tri- Communities Room City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, CA 91730 City Councilmembers Donald J. Kurth, M.D., Mayor L. Dennis Michael, Mayor Pro Tem Rex Gutierrez, Councilmember Sam Spagnolo, Councilmember Diane Williams, Councilmember Library Foundation Members Rebecca Davies, President David Gonzalez, Vice President Teresa Akahoshi, Member Jackie Amsler, Member David Atkins, Member Bruce Bowne, Member Deborah Clark, Member Gino Filippi, Member Tina Gilfry, Member Ruth Leal, Member Leslie May, Member Dominic Melillo, Member Chris White, Member V�U"11- DECLARATION OF POSTING OF AGENDA Vivian Garcia states and declares as follows: I presently am and at all times mentioned herein have been, the Administrative Secretary of the Rancho Cucamonga Public Library. Acting in that capacity on 6�c - e r 20 oq at 9 o U 10- , I posted a true and correct copy of the meeting agenda date ( ?A o q at 10500 Civic Center Drive, Rancho Cucamonga. I declare under penalty of perjury that the foregoing is true and correct and that this declaration was executed on 0-c-� • 6, Zoo S , at Rancho Cucamonga. Robert Karatsu, Library Director City of Rancho Cucamonga By: G--� Vivian Garcia, S nior Administrative Secretary City of Rancho Cucamonga LIBRARY FOUNDATION BOARD AGENDA OCTOBER 129 2009 1 RANCHO CUCAMONGA A. CALL TO ORDER 1. Roll Call: Akahoshi Amsler Atkins Bowne , Clark Davies _, Filippi Gilfry , Gonzalez , Kendall _, Leal May , Melillo_, Pachon_ and White B. ITEMS OF BUSINESS WITH NEWLY APPOINTED OFFICIALS Administration of Oath of Office — Oath of Office will be administered to new appointees Balbina Kendall and Paula Pachon by City Clerk Janice Reynolds. C. CONSENT CALENDAR The following Consent Calendar items are expected to be routine and non-controversial. They will be acted upon by the Library Foundation Board at one time without discussion. Any item may be removed by a Member or member of the audience for discussion. 1. Approval of Library Foundation Treasurer's Report: September, 2009, available at the meeting. 2. Approval of Minutes: April 13, May 11 and September 14, 3 2009. D. LIBRARY DIRECTOR'S STAFF REPORTS The following items do not legally require any public testimony, although the President may open the meeting for public input. 1. Library Status Update: Oral report by Robert Karatsu, Library Director. E. BOARD BUSINESS The following items have been requested by the Library Foundation Board for discussion. They are not public hearing items, although the President may open the meeting for public input. 1. Presentation of gavel to past President Bowne. LIBRARY FOUNDATION BOARD AGENDA OCTOBER 129 2009 2 RANCHO C'UCAMONGA 2. Subcommittee reports. Discussion led by President Davies. 3. By-Laws revision. Staff report by Library Director Robert 16 Karatsu attached. Discussion led by Member Bowne. 4. Foundation taxes. Update by Library Director Robert Karatsu. 5. Upcoming joint meeting on October 21, 2009, with City Council and Library Board of Trustees. Update by Library Director Robert Karatsu. F. IDENTIFICATION OF ITEMS FOR THE NEXT MEETING This is the time for Library Foundation Board to identify the items they wish to discuss at the next meeting. These items will not be discussed at this meeting, only identified for the next meeting. G. PUBLIC COMMUNICATIONS This is the time and place for the general public to address the Library Foundation Board. State law prohibits the Board from addressing any issue not previously included on the Agenda. H. ADJOURNMENT I, Vivian R. Garcia, Library Administrative Secretary of the City of Rancho Cucamonga, or my designee, hereby certify that a true, accurate copy of the foregoing agenda was posted on Thursday, October 8, 2009, seventy two (72) hours prior to the meeting per Government Code 54954.2 at 10500 Civic Center Drive. STAFF REPORT ' LIBRARY SERVicEs DEPARTMENT RANCHO Date: October 12, 2009 C,UCAMONGA To: Rancho Cucamonga Library Foundation From: Robert Karatsu, Library Director Subject: APPROVAL OF MINUTES RECOMMENDATION Approval of the minutes of the meetings of April 13, May 11 and September 14, 2009. BACKGROUND/ANALYSIS Attached, please find the minutes for the regular meetings of the Library Foundation Board taken and compiled by Library Administrative Secretary, Vivian Garcia. FISCAL IMPACT None. Respectfully submitted, Robert Karatsu Library Director CITY OF RANCHO CUCAMONGA RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION BOARD Adjourned Meeting A. CALL TO ORDER An adjourned meeting of the Rancho Cucamonga Public Library Foundation Board was held on Monday, April 13, 2009, in the Tri-communities Room of City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. The meeting was called to order at 6.05 p.m. Present were Members Amsler, Atkins, Bowne, Filippi, Gilfry, Leal and White. Robert Karatsu, Library Director, Michelle Perera, Assistant Library Director, Deborah Clark, Library Consultant and Vivian Garcia, Senior Administrative Secretary were present. B. CONSENT CALENDAR B1. Approval of Library Foundation Treasurer's Report: February, 2009. Member Atkins asked about the LAIF account. Robert Karatsu, Library Director, explained the background on the LAIF account. He also stated that per the Library Foundation's Bylaws the final approval is from the Finance Director. Robert Karatsu, Library Director, stated that at the June meeting, Library staff will be proposing support from the Library Foundation in allocating some funds during the budget process for the Library. Member Filippi suggested that an Ad Hoc Committee review different options and return with their recommendation to the Board. President Bowne, Member Atkins and Library Director Robert Karatsu will meet with the Finance Director and staff before the next Library Foundation meeting. President Bowne suggested that the Ad Hoc Subcommittee meet together prior to the meeting with the Finance Director. MOTION: Moved by Member Filippi to approve the Treasurer's Report, seconded by Member Atkins, motion carried, 7-0-4 (with Akahoshi, Davies, Gonzalez and Melillo absent). B2. Approval of Minutes: January 12, February 9, March 2, March 6 and March 9, 2009. Unable to approve the minutes of January 12,February 9 and March 2 due to a lack of quorum of the attendees. Library Foundation Board Minutes April 13, 2009 Page 2 MOTION: Moved by Member Filippi to approve the minutes for March 6 and March 9,seconded by Member White, motion carried, 7-0-4 (with Akahoshi, Davies, Gonzalez and Melillo absent). C. LIBRARY DIRECTOR'S STAFF REPORTS Cl, Library Status Update: Oral report by Robert Karatsu, Library Director. Robert Karatsu, Library Director, reviewed Library Newsletter with the Board. Member Akahoshi arrived at 6:10 p.m. Robert Karatsu, Library Director, gave overview of Budget meeting with the City Manager and the Finance staff with the Board. Robert Karatsu,Library Director,stated that at the May 6 Council Meeting, a presentation would be made to Verizon, the Library Foundation Board and the Friends of the Library. (This presentation was postponed due to scheduling conflicts. Presentation will be rescheduled for a later date.) Michelle Perera,Assistant Library Director,presented an oral report on the events which will be held at the Paul A Biane Library during the next two weeks. Michelle Perera, Assistant Library Director, stated that this coming Thursday from 9:30 to 11:30 a.m., Gyroscope would be reviewing their findings from the first round of surveys completed in a meeting. The meeting will be held in Celebration Hall. D. BOARD BUSINESS D l. Telethon 2009 recap. Oral report by staff. Robert Karatsu, Library Director, thanked the Library Foundation Board for their help and support for Telethon 2009. Robert Karatsu, Library Director, reviewed the handout from Granicus showing the viewers of the Telethon during the event. Deborah Clark, Library Consultant, reviewed the following handouts "Telethon 2009 In Kind Donations," "Pledge Status Report" and "Appeal Performance Analysis" with the Board. Library Foundation Board Minutes April 13, 2009 Page 3 Michelle Perera,Assistant Library Director,thanked the Board for all of their help. She reviewed the Phone Bank Room Committee meeting after the Telethon with the Board. D2. Renewal of Board Insurance. Staff report presented by Robert Karatsu, Library Director. Robert Karatsu, Library Director, reviewed the Philadelphia Liability Insurance with the Board. MOTION: Moved by Member Akahoshi to approve the renewal of the Insurance, seconded by Member Leal, motion carried, 8-0-3 (with Davies, Gonzalez and Melillo absent). D3. Reappointing Boardmembers with Expiring Terms. Oral report presented by Robert Karatsu, Library Director. Robert Karatsu, Library Director, stated that four of the Library Foundation Board Members terms will expire at the end of June. He stated that all of the Members would like to continue being a Member on the Board. He will work with the City Clerk's office insetting up a meeting with the City Council's subcommittee to formally approve the reappointments. D4. Future Library Foundation Events. Oral report by Michelle Perera, Assistant Library Director. a. Music, Mystery and Merlot Event. Michelle Perera, Assistant Library Director, asked the Board when they wanted to plan the next Music, Mystery and Merlot Event or if there might be a different event(s)they would like to suggest. President Bowne suggested that the ad hoc subcommittee meet and bring their recommendations to the Board. Member Filippi stated that he preferred the event be held on a Friday. He asked Member Gilfry to discuss the event with her family and make recommendations to the subcommittee. Member Filippi suggested that the Board start with this fundraiser. Michelle Perera,Assistant Library Director, stated that staff will provide a list of fundraisers that the Library Foundation has had in the past. Member Leal left at 6:50 p.m. D5. Library Board of Trustees Agenda. Discussion led by Member Davies. Library Foundation Board Minutes April 13, 2009 Page 4 This item will be held over to the next meeting. E. IDENTIFICATION OF ITEMS FOR THE NEXT MEETING El. List of Library Foundation past Events. E2. Future Library Foundation Events. E3. Investment Opportunities E4. Library Director's Goals for 2009. (Held over from February 2009 meeting.) F. PUBLIC COMMUNICATIONS None received. D. ADJOURNMENT MOTION: Moved by Member Filippi to adjourn,seconded by Member Akahoshi,motion carried, 7- 0-4 (with Davies, Leal, Gonzalez and Melillo). The meeting adjourned at 7 p.m. Respectfully submitted, Vivian Garcia Administrative Secretary Approved: CITY OF RANCHO CUCAMONGA RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION BOARD Adjourned Meeting A. CALL TO ORDER An adjourned meeting of the Rancho Cucamonga Public Library Foundation Board was held on Monday, May 11, 2009, in the Tri-communities Room of City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. The meeting was called to order at 6:06 p.m. Present were Members Amsler, Atkins, Bowne, Davies, Gonzalez, Leal and Melillo. Robert Karatsu, Library Director and Vivian Garcia, Senior Administrative Secretary were present. B. CONSENT CALENDAR B l. Approval of Library Foundation Treasurer's Report: March, 2009. MOTION: Moved by Member Davies to approve the Treasurer's Report, seconded by Member Melillo, motion carried, 7-0-4 (with Akahoshi, Filippi, Gilfry and White absent). B2. Approval of Minutes: January 12, February 9, March 12 and April 13, 2009. Unable to pass due to a lack of quorum of the attendees. C. LIBRARY DIRECTOR'S STAFF REPORTS Cl. Library Status Update: Oral report by Robert Karatsu, Library Director. Robert Karatsu,Library Director, updated the Board on the Lola A. Livesey Trust Account. He also mentioned that tentatively, at the June 17, City Council meeting, the Council will recognize the Verizon Foundation, the Friends of the Library and the Library Foundation for their contributions and work to the Library Telethon 2009. a. Meeting with Gyroscope, Inc., on Rancho KIDS project. Oral report by Robert Karatsu, Library Director and Deborah Clark, Library Consultant. Robert Karatsu, Library Director, reviewed the meeting with Gyroscope with the Board. He stated that the results of the surveys were very interesting. The next step will be a web conference on Wednesday, May 20. Library staff will e-mail the link to the Board Members. b. Telethon 2009. Final bills. Oral report by Robert Karatsu, Library Director. Library Foundation Board Minutes May 11, 2009 Page 2 Robert Karatsu, Library Director, reviewed the final invoices of Telethon 2009 with the Board. C. Big Read 2009-2010. Grants received. Oral report by Robert Karatsu, Library Director. Robert Karatsu,Library Director,stated that the Library had received two Big Read Grants from the NEA. Bless Me Ultima will be the Big Read for the Fall of 2009. Tom Sawyer will be the Big Read for Spring of 2010. The grants total $40,000 ($20,000 for each Big Read program). D. BOARD BUSINESS DI. Library Director/Library Goals for 2009. Report attached. Discussion led by Robert Karatsu, Library Director. Item held over from February 9, 2009 meeting. Robert Karatsu, Library Director, reviewed his goals, as well as the organization's goals in the next year with the Library Board Members. D2. Library Foundation Board Agendas. Discussion led by Member Davies. Member Davies stated that she would like to have the next Library Foundation Board Agenda sent by e-mail to the Board. The Members agreed. Member Davies also stated that she would like to have the Library Board of Trustees agenda and the minutes sent to herby e-mail. She did not want the full packet at this time. The other Members also agreed with this. D3. Library Foundation Investment Options. Discussion led by President Bowne and Member Atkins. President Bowne reviewed the meeting with the Finance Department and the ad hoc subcommittee of the Board. The subcommittee will review and meet again before making recommendations to the Board. D4. Future Library Foundation Events. Discussion led by President Bowne. The item will be held over to the next meeting. At this meeting,staff will provide list of fund raising events for the past year. Library Foundation Board Minutes May 11, 2009 Page 3 E. IDENTIFICATION OF ITEMS FOR THE NEXT MEETING E1. Foundation budget and funding requests for Fiscal Year 2009/2010. E2. Recommendation of new Board Members. Invite new members to the next meeting. E3. Update on the Lola A. Livesey Trust Account. E4. Update on the Second Floor of the Paul A. Biane Library. F. COMMUNICATIONS FROM THE PUBLIC None received. G. ADJOURNMENT MOTION: Moved by Member Amsler to adjourn, seconded by Member Davies,motion carried,7- 0-4 (with Akahoshi, Filippi, Gilfry and White absent). The meeting adjourned at 6:45 p.m. Respectfully submitted, UCc; — -4xC Vivian Garcia Administrative Secretary Approved: CITY OF RANCHO CUCAMONGA RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION BOARD Adjourned Meeting A. CALL TO ORDER An adjourned meeting of the Rancho Cucamonga Public Library Foundation Board was held on Monday, September 14, 2009, in the Tri-communities Room of City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. The meeting was called to order at 6 p.m. Present were Members Akahoshi, Amsler, Atkins, Clark, Davies, Filippi, Gilfry, Gonzalez, Melillo and White. Library Board of Trustees President Robert Coberly, Robert Karatsu, Library Director, Michelle Perera, Assistant Library Director, Paula Pachon, Management Analyst III and Vivian Garcia, Administrative Secretary were present. B. CONSENT CALENDAR Bl. Approval of Library Foundation Treasurer's Report: August, 2009. MOTION: Moved by Member Clark to approve the Treasurer's Report, seconded by Member Melillo, motion carried, 10-0-3 (with Bowne, Leal and May absent). B2. Approval of Minutes: March 2, April 13, May 11, June 8 and August 10, 2009. MOTION: Moved by Member Gilfry to approve the minutes for March 2 (Filippi, Melillo and White abstained), June 8 (Filippi and Gonzalez abstained) and August 10, 2009 (Akahoshi and Atkins abstained), seconded by Member Filippi,motion carried, 10-0-3 (with Bowne, Leal and May absent). Unable to approve the other sets of minutes due to a lack of quorum of the attendees. C. LIBRARY DIRECTOR'S STAFF REPORTS C l. Library Status Update: Oral report by Robert Karatsu, Library Director. Robert Karatsu, Library Director, stated that the Council Library sub-committee would be meeting on October 7`h to review the applicants for the Library Foundation Board. Once approved the new members would be sworn-in prior to the joint meeting with the City Council and the Library Board on October 21. Library Foundation Board Minutes September 14, 2009 Page 2 Robert Karatsu,Library Director,reviewed the donation of$5,000 from Total Wine&More at their grand opening on August 20. He also reviewed the Council recognition of the Foundation Board on September 2. Michelle Perera,Assistant Library Director,reviewed the Big Read events with the Board. The kick- off will be this coming Friday, September 18, at 7 p.m. at the Paul A. Biane Library. Over 550 tickets have been given out. On October 2, Edward James Olmos will be the Keynote Speaker at 7 p.m. at Celebration Hall. Michelle Perera, Assistant Library Director, reminded the Members of the Literacy Celebration which will be this Sunday, September 20 at 2 p.m. at the Paul A. Biane Library at the Cultural Center. Michelle Perera, Assistant Library Director, reviewed the September 10 meeting with Gyroscope with the Board. D. BOARD BUSINESS D1. Future coordination of Library Foundation and Community Foundation. Staff report by Library Director Robert Karatsu attached. Discussion led by President Davies and Member Leal. Robert Karatsu, Library Director, stated that the Community Foundation Board would like to have representatives from both Boards meet in the future. President Davies stated there should be a review of the Foundation Bylaws with the Foundation Board before the meeting is arranged. D2. Past due Library Telethon 2009 pledges. Report to be distributed at meeting. Discussion led by Library Director Robert Karatsu. Robert Karatsu, Library Director, reviewed the report listing the past due Library Telethon 2009 pledges. D3. Foundation Taxes. Staff report by Library Director Robert Karatsu attached. Update by Library Director Robert Karatsu. Robert Karatsu, Library Director, reviewed the content of the IRS letter with the Board. Library Foundation Board Minutes September 14, 2009 Page 3 Member Clark reviewed her conversation with the IRS with the Board. She stated that she will follow-up with them this week. Robert Karatsu, Library Director,stated staff will follow up with the Board on the outcome once it is resolved. Robert Karatsu, Library Director, discussed the future preparation of taxes with the Board. Member Clark stated that she will help with the Telethon information for the taxes. However,with the addition of the planned giving, it was her recommendation that the Board contract with a professional tax preparation service. President Davies said she would talk to Member Bowne about possible recommendations. Robert Karatsu, Library Director said he would also talk to the City's Finance Director about the auditors they use for the Community Foundation's taxes. D4. Upcoming joint meeting on October 21, 2009, with City Council and Library Board of Trustees. Update by Library Director Robert Karatsu. Robert Karatsu, Library Director, and the Members discussed what they would like to cover at the joint meeting of the City Council and Library Board on Wednesday, October 2151, starting at 2 p.m. in Celebration Hall at the Cultural Center. His preference is for an update of the activities of the Board to the Council and requests that the Board gives this presentation. President Davies asked if any of the Members wanted to volunteer to meet with staff to review items for the joint meeting. President Davies, Members Gilfry, Gonzalez and Filippi will meet with Library Director Robert Karatsu and Assistant Library Director Michelle Perera. This ad hoc committee would meet prior to the next regular meeting of the Board to review the presentation. D5. Ad Hoc Sub-committee Reports. Discussion led by President Davies. President Davies asked Member Amsler to update the Board on the 2010 Library Calendar ad hoc sub-committee. Member Amsler reviewed the meetings and of the committee with the Board. Member Amsler reviewed the recommendations of the ad hoc sub-committee with the Board. After discussion of the Board and staff, the following motion was made. Library Foundation Board Minutes September 14, 2009 Page 4 MOTION: Moved by Member Melillo to approve the sales of advertising in the 2010 Library Calendar to off set the cost of printing the 2010 Library Calendar, seconded by Member Clark, motion carried, 10-0-3 (with Bowne, Leal and May absent). Member Filippi thanked the ad hoc sub-committee for all of their work. Member Gonzalez reviewed the check presentation.from Total Wine & More with the Board. Library staff will display the "check" at the Library. President Davies requested staff to send out formal letters of thanks from the Library Foundation Board to Total Wine & More and the Friends of the Library for their donations. Member Filippi reviewed the meeting of the Events ad hoc sub-committee with the Board. Member Filippi stated that there will be an event in the fall of 2009. The committee will work on this and report back to the Board next month. Member Filippi stated that there will bean MMM event in spring of 2010 with Rod Gilfry. He will e-mail the notes of the meeting out to the Members. Member Akahoshi stated that she had been contacted by Di Kroll of the Soroptimist International of Baldy View. She asked'if Member Akahoshi would attend their Tuesday evening meeting for a check presentation to the Library Foundation. Member Akahoshi stated she would attend as the representative of the Library Foundation Board. President Davies asked if the Victoria Gardens Walkway Brick ad hoc sub-committee would attend the Big Read kick-off this Friday. E. IDENTIFICATION OF ITEMS FOR THE NEXT MEETING E1. Foundation Taxes E2. Bylaws Review E3. Upcoming joint meeting with City Council and Library Board of Trustees E4. Subcommittee Reports Library Foundation Board Minutes September 14, 2009 Page 5 F. COMMUNICATIONS FROM THE PUBLIC None received. G. ADJOURNMENT MOTION: Moved by Member Filippi to adjourn,seconded by Member White,motion carried, 10-0- 3 (with Bowne, Leal and May absent). The meeting adjourned at 7:15 p.m. Rhe/spectfully submitted, Vivian Garcia Administrative Secretary Approved: R A N C H O C U C A M O N G A P U B L I C L I B R A R Y Memorandum DATE: October 12, 2009 TO: Library Foundation Board FROM: Robert Karatsu, Library Director SUBJECT: PROPOSED REVISIONS TO RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION BOARD BYLAWS RECOMMENDATION To review existing Foundation Board bylaws, discuss, and revise as needed. BACKGROUND/ANALYSIS On Tuesday, September 22, 2009, an ad hoc committee of Rebecca Davies, Bruce Bowne and Paula Pachon met with staff to discuss revisions to the existing Foundation Board bylaws. Attached are recommended changes. Many of the changes were simply modifications in language. However, there were three primary changes that are being proposed: - That the office of Secretary be created. - That the make up of the executive committee be revised and now consist of the President, Vice President and Secretary. - That the bylaws can only be amended with a two-thirds majority vote. FISCAL IMPACT: None. Respectfully submitted, Robert Karatsu Library Director Proposed Rancho Cucamonga Public Library Foundation By-Laws Amendments Was: ARTICLE V - BOARD OF DIRECTORS SECTION 3: QUALIFICATIONS OF DIRECTORS One (1) member of the Board of Directors shall be the elected President of the Library Board of Trustees or his/her designee from the Library Board of Trustees. One (1) member of the Board of Directors shall be filled by a member of the Friends of the Rancho Cucamonga Public Library, appointed by the President of that organization. Proposed change: ARTICLE V - BOARD OF DIRECTORS SECTION 3: QUALIFICATIONS OF DIRECTORS One (1) member of the Board of Directors shall may be the elected President of the Library Board of Trustees or his/her designee from the Library Board of Trustees. One (1) member of the Board of Directors shall may be filled by a member of the Friends of the Rancho Cucamonga Public Library, appointed by the President of that organization. Was: SECTION 6: REMOVAL OF DIRECTORS Directors missing three consecutive meetings, without good cause, may be replaced by a majority vote of the remaining Directors on the Board and the appointing body asked to appoint a new candidate to the Board. Any Director of the Library Foundation may be removed at any time by a majority vote of the entire council. Proposed change: SECTION 6: REMOVAL OF DIRECTORS Directors missing three consecutive meetings, without good cause, may be replaced by a majority vote of the remaining Directors on the Board and the appointing body asked to appoint a new candidate to the Board. Any Director of the Library Foundation may be removed at any time by a majority vote of the entire council without cause. Was: ARTICLE VI - OFFICERS SECTION 1. NUMBER OF OFFICERS The Board shall elect a President and a Vice President at the annual meeting. Proposed change: ARTICLE VI - OFFICERS SECTION 1. NUMBER OF OFFICERS The Board shall elect a President, and a Vice President, and a Secretary at the annual meeting. The President may appoint officers if an office becomes vacant prior to the annual meeting. Was: SECTION'2. TERM OF OFFICE Their terms of office are one year. Officers may serve for only two terms. One year must pass before a Director may again assume the same office. Proposed change: SECTION 2. TERM OF OFFICE Their terms of office are one year. Officers may serve for only two consecutive terms. One year must pass before a Director may again assume the same office. New: SECTION 6. DUTIES OF THE SECRETARY The Secretary shall present and execute minutes. Was: ARTICLE VII - COMMITTEES SECTION 2: EXECUTIVE COMMITTEE At the discretion of the Board, an Executive Committee may be established by the Board. If so established it shall be chaired by the President, shall consist of the President, Vice president, Library Board representative and Friends of the Library representative... Proposed change: ARTICLE VII - COMMITTEES SECTION 2: EXECUTIVE COMMITTEE At the discretion of the Board, an Executive Committee may be established by the Board. If so established it shall be chaired by the President, shall consist of the President, Vice president, and Secretary. Library Beard representative and Friends e f the Library Was: ARTICLE IX - EXECUTION OF INSTRUMENTS, INVESTMENTS, DEPOSITS AND DONATIONS SECTION 1. EXECUTION OF INSTRUMENTS The Board of Directors, except as otherwise provided in these Bylaws, may by resolution authorize any officer or agent of the corporation to enter into any contract or execute and deliver any instrument in the mane of and on behalf of the corporation, and such authority may be general or confined to specific instances. Proposed change: ARTICLE IX - EXECUTION OF INSTRUMENTS, INVESTMENTS, DEPOSITS AND DONATIONS SECTION 1. EXECUTION OF INSTRUMENTS The Board of Directors, except as otherwise provided in these Bylaws, may by resolution authorize any officer or agent of the corporation to enter into any contract or execute and deliver any instrument in the mane name of and on behalf of the corporation, and such authority may be general or confined to specific instances. Was: ARTICLE XIII - AMENDMENT OF BYLAWS SECTION 1. AMENDMENT Subject to any provision of law applicable to the amendment of Bylaws of public benefit nonprofit corporation, these Bylaws, or any of them, may be altered, amended, or repealed and new Bylaws adopted by approval of the Board of Directors. Proposed change: ARTICLE XIII - AMENDMENT OF BYLAWS SECTION 1. AMENDMENT Subject to any provision of law applicable to the amendment of Bylaws of public benefit nonprofit corporation, these Bylaws, or any of them, may be altered, amended, or repealed and new Bylaws shall be adopted by assent of at least two thirds majority approval of the Board of Directors.