Amended CARALL Constitution 2017 (002) - From Janette

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CONSTITUTION OF CARIBBEAN ASSOCIATION OF LAW

LIBRARIES (CARALL)

2017

ARRANGEMENT OF SECTIONS

Article I. Name .................................................................................................... 2


Article II. Registration ....................................................................................... 2
Article III. Aims and Objectives ............................................................................ 2
Article IV Definition of terms ............................................................................... 2
Article V Membership ......................................................................................... 3
Article VI Officers ............................................................................................ 4
Article VII Nominations and Elections of Officers ............................................... 6
Article VIII Executive Committees ..................................................................... 7
Article IX Committee............................................................................................. 8
Article X Chapters .......................................................................................... 8
Article XI Meetings ............................................................................................. 10
Article XII Finance…………………………................................................. 11
Article XIII Amendment to Constitution..................................................... 12
Article XIV Dissolution ..................................................................................... 13
Article XV Interpretation ……………………………………… . 13
Caribbean Association of Law Libraries (CARALL)
Constitution 2017

Article I. Name
The Association shall be known as the Caribbean Association
of Law Libraries or CARALL.

Article II. Registration


The Association shall be registered in the Republic of
Trinidad and Tobago and its legal residence shall be The
Judiciary of the Republic of Trinidad and Tobago, Hall of
Justice, Knox Street, Port of Spain, Trinidad, Republic of
Trinidad and Tobago.

Article III. Aims and Objectives


The purposes of the Association are:
a) To promote the better administration of Law
Libraries in the Caribbean region;

b) To foster a spirit of co-operation among members of


the profession through, inter alia, the holding of
conferences and discussions;

c) To promote improvement of the status and


qualifications of Law Library professionals;

d) To encourage study and research in librarianship,


and the creation and organization of, and access to
legal information resources through appropriate
technology;

e) To publish information of service or interest to


members of the Associations;

f) To Support and co-operate with, or to become


affiliated to, any other organizations or activities
which tend to enhance the control and dissemination
of legal information generally;

g) To do all such lawful things as are necessary,


incidental or conducive to the attainment of the
above objectives.

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Constitution 2017

Article IV. Definition of terms


In this Article—
“CARALL” means the Caribbean Association of Law
Libraries;
“The Association” means The Caribbean Association
of Law Libraries (CARALL); and
“Association’s Bulletin” means any communication so
named that is issued by the Association.
Article V. Membership
Section 1. Personal Membership
Personal membership shall be open to any person who is
engaged in the practice of Law Librarianship. A personal
member, upon the payment of membership dues, shall be
entitled to vote, to hold office and to receive the Association’s
bulletin.

Section 2. Institutional Membership


Institutional membership shall be open to any organization
having a legal collection, or a collection of government
documents, and upon the payment of membership dues it shall
be entitled to receive the Association’s bulletin and to nominate
a maximum of two persons as its representatives. Such
representatives shall be entitled to vote and hold office provided
that they are entitled to personal membership.

Section 3. Associate Membership


Associate membership shall be open to any person or
organization not eligible for personal or institutional
membership, and upon the payment of membership dues it shall
entitle the recipient to receive the Association’s Publications
and to attend meetings, but not to vote or hold any office in the
Association, other than as a co-opted member of the Executive
or any other committee.

Section 4. Retired Membership


Retired membership shall be open to Personal and Associate

(Individual) members who have permanently retired from

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Caribbean Association of Law Libraries (CARALL)
Constitution 2017

employment. Retired membership shall be free and such


members shall be entitled to receive the Association’s
Publication, and to attend meetings. They shall be entitled to
vote but not to hold office, except as a co-opted member of the
Executive or any other committee.

Section 5. Honorary Membership


The Executive Committee may confer honorary membership on
any person who has made a substantial contribution to Law
Librarianship, the Legal Profession or the Association. An
honorary member shall be entitled to attend meetings and to
receive the Association’s bulletin.

Section 6. Student Membership


Student membership shall be open to any person registered as a
student in librarianship or law. A student member, upon the
payment of membership dues, shall be entitled to the
Association’s Bulletin and to vote but not hold office, except as
a co-opted member of the Executive or any other committee.

Section 7. Admission to Membership


The Executive Committee in conjunction with the membership
shall determine membership dues and membership shall be
effected upon the payment of said dues which will become due
between June 1 and July 30th of each year.

Article VI. Officers


Section 1. Composition
There shall be the following officers of the Association:
President, Vice President/President Elect, Secretary, Treasurer
and Editor
Section 2. Duration of Term
a) All officers, except the Editor, shall be elected in the
manner provided by this Constitution, to hold office for
a period of two (2) years or until his successor is elected.

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Constitution 2017

b) No person may hold the same office for more than two
(2) successive terms. The President Elect shall serve the
first year after election as Vice-President, the second
year as President and the third year as Immediate Past
President, providing that officer remains eligible to serve
c) An officer may be removed for cause before the
expiration of the term of office.
d) An officer may be removed from office for misconduct.
e) An officer may choose to recuse himself or herself

Section 3. President
a) The President, being the spokesperson for the
Association, must act in the best interest of the
Association ensuring that all laws relating to the
functioning of the Association are adhered to and all
members of the Executive Committee are fulfilling their
duties.

b) The President further:


(i) has the authority to sign legal documents and
corporate cheques on behalf of the corporation.

(ii) leads strategic planning for the Association.

(iii) oversees the development and implementation


of programs to carry out the goals of the
Association.

(iv) oversees and attends fund-raising operations as


the Association’s chief fundraiser.

(v) acts as liaison officer between the Board of


Trustees and the Association’s membership.

(vi) submits plans and budgets for Board approval.

(vii) reports to the membership, decisions of the


Board, while keeping the Board informed of the
general management and operations of the
Association.

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Constitution 2017

c) The President shall preside at meetings of the Executive


Committee, Annual General Meeting and other
meetings. In the absence of the President, the meeting
shall appoint the VicePresident/ President Elect. In the
absence of the VicePresident/ President Elect, one of the
other members of the Executive shall be appointed to
preside.

d) The President shall also prepare an Annual Report on


the activities of the Association for submission to the
Annual General Meeting.
Section 4. Vice President/ President Elect
a) The Vice President/ President Elect shall be responsible
for carrying out the public relations functions of the
Association. This includes liaising with relevant
personnel in the Caribbean and other territories for the
promotion of the Association.

b) The Vice President/ President Elect shall also be


responsible for the establishment and maintenance of the
Association’s online and social media presence, the
conduct of outreach activities for conference via listserv,
telephone, e-mail or in person and the creation of
deadlines and production schedules for conferences.

c) The Vice President/ President Elect shall provide


prompt and reliable answers to queries from the
membership and general public and shall keep the
membership informed of events and other matters that
are of professional interest.

d) The Vice President/ President Elect shall work with


other members of the Executive Committee to
formulate goals and action plans that promote the
Association and liaise with the Communication and
Editorial or other relevant Standing Committee to
develop or update appropriate promotional material for
the Association.
Section 5. Secretary
a) The Secretary shall conduct, on behalf of the President,
the official correspondence of the Association, draft

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Constitution 2017

reports as required, be responsible for the publications


of all Committees, Sub-Committees and Standing-
Committees Reports, and shall issue all notices.

b) The Secretary shall have charge of all files, papers and


other property belonging to the Association.

c) The Secretary shall maintain the membership records of


the Association, and shall prepare an annual membership
list for submission to the Annual General Meeting.

d) The Secretary shall also maintain a Minute Book, in


which shall be recorded the transactions of meetings of
the Executive Committee, and of General Meetings of
the Association. The Minute Book shall be made
available for inspection by any member upon the giving
of reasonable notice.
Section 6. Treasurer
The Treasurer shall be a member of the Board of Trustees
and shall be responsible for the collection of membership
dues.

Section 7. Editor
a) The Editor shall be appointed or removed by a majority
vote of the Executive Committee. When the votes in favour
of, or against, are equal in number, the President shall have
a casting vote. An incumbent Editor shall not vote on the
appointment, reappointment or removal of the Editor.

b) The Editor shall be responsible for the selection,


compilation and publication of the Association’s Bulletin.

Article VII. Nominations and Elections of Officers


a) The name of each member of the Association proposed for
any elected office shall be forwarded, together with the
name of a proposer and seconder (both of whom shall be
members of the Association) to the Secretary, in writing, at
least one week before the date fixed for the Annual General
Meeting. The consent of a candidate to serve if elected must
also be obtained in writing by the proposer and forwarded to

the Secretary before nomination is accepted.

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Constitution 2017

b) Notwithstanding the provisions of Article VII (a), members


of the Association may be proposed for any elected office at
the Annual General Meeting. The consent of the candidate
to serve if elected must be obtained. The verbal consent of
the candidate to serve is sufficient when such member is
present at the Annual General Meeting.
c) Elections shall be held by secret ballot at the Annual
General Meeting. Members not attending the Annual
General Meeting may submit their vote in a sealed envelope
to the Secretary to be received prior to the time set for
elections. The newly elected officers shall take office
immediately after the Annual General Meeting.
d) In the case of contested elections, the President shall appoint
an individual who shall have charge of the election.
e) Each candidate presented to the membership as the only
candidate for a particular office shall be deemed elected as
of the date of the Annual General Meeting.
f) Candidates receiving the largest number of votes shall be
declared elected. In case of a tie vote, the successful
candidate shall be determined by repeated ballots until one
candidate receives a majority vote.

Article VIII. Executive Committee


Section 1. Composition
There shall be an Executive Committee consisting of the
officers of the Association.
Section 2. Function
a) The Executive Committee shall be responsible for carrying
out the work of the Association;
b) It shall have the power to make Standing Orders from time
to time as may be necessary for the performance of the
duties assigned to it.
c) The Executive Committee shall also have power to co-opt
such additional members as may be deemed necessary, and,
in special circumstances, such co-opted members need not
be members of the Association.
Section 3. Appointments

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a) The Executive Committee shall have the power to appoint


committees to achieve the aims and objectives of the
Association;
b) The Executive Committee may make appointments to fill
offices of the Association that fall vacant between Annual
General Meetings and such appointments shall expire on the
date of the next Annual General Meeting;
c) Where the need to appoint any members of committees
arises at any other time, the appointments may be made by
the President.

Section 4. Meetings
a) The Executive Committee shall meet at least once within
each period of twelve (12) months.

b) Meetings may be facilitated through the use of technology.

Section 5. Quorum
Three (3) persons, each of whom must be an officer of the
Association, shall constitute a quorum.

Section 6. Removal from office


The members of the Association may, by resolution passed by at
least two-thirds of the votes cast at a special meeting of
members called for that purpose, remove before the expiration
of the term of office of any member of the Executive Committee
whose performance or conduct is deemed unsatisfactory.

Article IX. Committees


Section 1. Appointment
The Executive Committee shall have power to appoint and
terminate Committees whenever the need arises in accordance
with Article VIII, section 2(a). Such committees shall have
power to co-opt such members as may be deemed necessary.

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Caribbean Association of Law Libraries (CARALL)
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Section 2. Reporting
The Chairpersons of Standing Committees shall report to the
Annual General Meeting each year. Such reports shall be
submitted to the Secretary at least one week before the date of
the Annual General Meeting.
Article X. Chapters

Section 1. Definition
A local Chapter shall be defined as a subdivision of the
Caribbean Association of Law Libraries comprising three or
more active members of the Association residing within the
Caribbean Community and Common Market. This local
Chapter may consist of a country or group of countries.

Section 2. Purpose
The purpose of a Chapter shall be consistent with the aims and
objectives of the Association as stated in Article III of the
Constitution.

Section 3. Establishment of a Chapter


Any group consisting of a minimum of three or more active
members of the Association, residing within the geographic area
in which such Chapter is desired, may apply for permission to
establish a Chapter of the Association by forwarding a petition,
in writing, to the Secretary at least 60 days before any regular
meeting of the Association. The application shall include or be
accompanied by a copy of the Bylaws (and Constitution), if any,
under which the Chapter is operating or proposes to operate.
The Executive Committee shall, after having made a thorough
investigation, report favourably or adversely thereon to the
members of the Association at the ensuing annual meeting, at
which meeting the question of the establishment of such
Chapter shall be part of the regular order of business.

Section 4. Name
The name of the Chapter to be established must include the
name of the Association or state that it is a chapter of CARALL.

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Constitution 2017

Section 5. Membership
Chapters may establish their own membership qualifications and
rights. Chapters may accept members who are not members of
the Association, but the President of the Chapter must be a
member of the Association.

Section 6. Bylaws
Chapter Bylaws must be consistent with the Bylaws of the
Association. The Bylaws of a Chapter, whenever adopted or
amended, shall be submitted to the relevant Constitutional
Standing Committee for review. If a Chapter’s Bylaw is in
conflict with the Bylaws of the Association, the Chapter shall be
directed by the Executive Committee to remedy said conflict in
accordance with the recommendation of the Standing
Committee.

Section 7. Limitation of Power


No Chapter shall incur expenses on behalf of the Association,
nor shall any Chapter commit the Association by any
declaration of policy.

Section 8. Dissolution
The Executive Committee may, after proper investigation,
recommend to the membership at an annual meeting the
discontinuance or suspension of any Chapter that fails to
comply with any provisions of these Bylaws.

Article XI. Meetings


Section 1. Venue/Time
The Annual General Meeting of the Association shall be held at
a time and place to be determined by the Executive Committee.

Section 2. Notice
Each member shall receive notice of the meeting not later than
six (6) weeks prior to the date appointed for same. Notice of
business to be raised at the meeting must be delivered to the

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Secretary not less than two (2) weeks prior to the date
announced for the Annual General Meeting.
Section 3. Reports/Agenda
a) The Annual General Meeting shall receive and consider the
general report of the Executive Committee as well as
reports of the Secretary, the Treasurer and the Accountant.

b) The Annual General Meeting shall also consider any other


matters upon the Agenda of the meeting, including the
result of any postal/electronic ballot previously held for the
election of the officers and members of the Executive
Committee for the following year.

Section 4. Resolutions
Resolutions must be moved and seconded before a vote is taken
at any meeting. The manner of voting shall be determined by
the Executive Committee at the meeting and a single majority
shall determine any resolution.

Section 5. Quorum
Six (6) members with voting rights, in addition to officers of the
Executive Committee shall constitute a quorum for Annual
General Meetings. Ordinary meetings do not require a quorum.

Section 6. Use of ICTs


Meetings may be facilitated through the use of technology.

Article XII. Finance


Section 1. Fiscal Year
The financial year shall begin on May 1st and end on April 30th.

Section 2. Subscriptions
Subscriptions shall be payable annually to the Treasurer on the
first day of the financial year and the amount shall be
determined from time to time by the Executive Committee.

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Caribbean Association of Law Libraries (CARALL)
Constitution 2017

Section 3. Accountant
An Accountant shall be appointed at each Annual General
Meeting to audit the accounts of the Association.

Section 4. Board of Trustees


a) A Board of Trustees shall be established to manage the
financial affairs of the Association. The Board of Trustees
shall have custody of all bank statements and shall be
responsible for maintaining the accounts and reporting on
the financial transactions of the Association;
b) The Board of Trustees shall comprise the President, the
Treasurer and three members to be appointed by the
Executive;
c) The funds of the Association, including the vouchers or
securities for any investments shall be kept at a bank, to be
selected by the Board of Trustees, in the name of the
Association;
d) Cheques drawn on behalf of the Association, and not
exceeding US$250.00 shall be signed by any two members
of the Board of Trustees;
e) Payments or transfer of funds in excess of US$250.00 shall
be made by cheque or other authority signed by any three
members of the Board of Trustees;
f) The Board of Trustees may enter into contracts on behalf of
the Association for which the consideration does not exceed
US$250.00. All other contracts (in excess of US$250.00)
made on behalf of the Association shall be in the name of
the President and the Treasurer, but the approval of the
Executive
Committee shall be required;
g) No officer or member of a Standing Committee or Sub-
Committee of the Association shall incur financial liability
on behalf of the Association in excess of US$250.00 without
the prior approval of the Board of Trustees.
h) The Treasurer shall circulate all financial records to the
members of the Board of Trustees and eligible members of
the Association.

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Caribbean Association of Law Libraries (CARALL)
Constitution 2017

Article XIII. Amendments of the Constitution


The Association shall have power to amend its Constitution in
the following manner: Any amendment to the Constitution shall
be moved and seconded at an Annual General Meeting of the
Association. The Chairman of the meeting shall have the right
of voting. If at least one-half of all the votes cast by voting
members are in favour of an amendment, the Secretary of the
Association shall, within ten (10) weeks of the date of the
meeting, put such amendment to a postal/electronic vote of all
voting members of the Association. Any such amendment shall
be carried if two- thirds of all the votes cast in such ballot shall
be in favour of it.

Article XIV. Dissolution


A resolution to dissolve the Association may be made only at a
General Meeting and shall be deemed to be made only if
supported by three-quarters or more of the members there
present. The Secretary of the Association shall, within ten (10)
weeks of the date of the meeting, put such resolution to a
postal/electronic vote of all voting members of the Association.
Any such resolution shall be carried if three-quarters of all votes
cast in such ballot shall be in favour of it. In the event of such a
resolution being passed, the balance of the funds and of the
proceeds of the property of the Association, after the settlement
of all debts incurred by the Association, shall be dealt with in
such manner as the General Meeting shall thereupon determine.
It shall be the duty of the Executive Committee to take all such
steps as may be required to implement the resolution to
dissolve. When all such steps have been taken, and the funds
and proceeds duly distributed or otherwise dealt with, the
Association shall cease to exist.

Article XV. Interpretation


(a) All questions of doubt and dispute in the interpretation of
this Constitution, except as otherwise provided herein, shall
be decided by the President, whose decision shall be final
and binding on the members.

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(b) Where provisions are made in the Constitution for the doing
of any act within or before a stipulated period of time the
President may extend or shorten such time in either event
and this discretion may be exercised either before or after
the expiration of the time stipulated.

Proposed July, 2017

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