Updated January 2018

Function

The Board of Directors acts in an advisory capacity to the President, determines current and long-range policies, and acts for the Association during intervals between meetings.

Membership

The affairs of the Association are governed by a Board of Directors. All Directors must be members of the Association. [Bylaws. Article V, Sec. 1]

1. Eight Directors as provided in the Bylaws.
   1. They are: the President, the Vice President-President Elect, the Secretary-Treasurer, the Pacific Northwest Library Association (PNLA) Representative, the Mountain Plains Library Association (MPLA) Representative, the American Library Association Chapter Councilor, and two Directors At Large.
2. 1. Four Directors are ex officio voting members. They are: the immediate Past President and the chair of each division.
   2. The Montana State Librarian or her/his representative is an ex officio non-voting member.

Duties

1. 1. The Board of Directors possesses all powers conferred upon the corporation by the laws of the State of Montana insofar as such powers are not inconsistent with the purposes of the Association, its Articles of Incorporation and the Bylaws. [Bylaws. Article V, Sec. 2]
   2. The Board has the duty to keep records of all of its acts and all corporate affairs and to present a statement thereof at the Association’s annual meeting of members or at such special meetings called for purposes of having such a statement. The Board has the obligation to supervise all officers, agents and employees of the Association and to see that their duties are properly performed. [Bylaws. Article V, Sec. 2]
   3. The Board determines the time, place, and exhibit fees for the annual conference. It is preferable that the conference be scheduled during the month of April or the first two weeks in May.
   4. The Board implements recommendations that have received a favorable vote by the membership.
   5. The Board is responsible for and has the authority to approve the annual budget for the Association.
   6. The Board approves changes and/or revisions in the Manual of Procedure of the Association. The Manual of Procedure is maintained by the Executive Director, as directed by the Executive Committee.
   7. The Board elects, from time to time, honorary life members upon the recommendation of the Awards and Honors Committee.

Meetings [Bylaws. Article V, Sec. 5]

1. 1. Regular meetings. The Board of Directors shall have at least three (3) regular meetings annually, one to be held at the annual conference.
   2. Special meetings. Special meetings of the Board of Directors shall be held on call of the President or any three (3) Directors.
   3. Notice of meetings. Written notices of all Board of Director’s meetings stating the day, time and place shall be given at least ten (10) days prior to the meeting. In the case of special meetings, the purpose or purposes shall be stated in the notice. Directors may waive the right to notice of any meeting.
   4. Quorum. A majority of Directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of the Directors present at a duly held meeting at which a quorum is present shall be regarded as the act or decision of the Board.
   5. A committee chair or a committee’s representative may be invited to attend a meeting of the Board of Directors when plans are being formed relative to its committee work. This person’s expenses for travel to the Board meeting will be reimbursed according to the Association’s expense reimbursement policy.
   6. The President presides at all meetings of the Board of Directors.