Handbook for Library Trustees of New York State (2023 Edition)

Public libraries are required by the Regulations of the Commissioner of Education of New York State (Education Department Regulations [8 NYCRR] § 90.2) to operate under written bylaws. Bylaws are the legally binding rules your board uses to operate.

Bylaws may not conflict with federal or state law and regulations, nor the library’s Charter. Such laws and regulations are the highest authority governing the library's affairs.

A board will probably find it appropriate to tailor its bylaws to local needs and situations. The bylaws should be reviewed regularly, updated at least every five years (as per minimum standards), and posted on the library’s website. They should be amended when necessary to maintain flexibility and relevance but always conform to the library’s Charter and, if applicable, enabling legislation.

For libraries with charters that cite a range for the number of trustees the bylaws must cite a specific number, within the range stated in the Charter. This is the number that the quorum calculation will be based on. This number should be reviewed annually to ensure it reflects practice. 

Bylaws should include the following provisions:

• Name of organization, purpose, objectives and area served;
• Board terms and composition;
• Procedure for election, appointment and removal of trustees;
• Procedure for filling an unexpired term;
• Duties and powers of board officers;
• Schedule of meetings;
• Procedure for special meetings;
• Attendance requirements;
• Quorum and voting requirements;
• Summary of the Library Director's duties;
• Statement of compliance with New York State trustee education requirements;
• Standing and special committees;
• Order of business for board meetings;
• Parliamentary authority (such as Robert’s Rules of Order);
• Procedure for amendment of the bylaws.

Trustees and officers, including the Library Director, Library Treasurer and Library District Clerk, of municipal, school district, and special/consolidated legislative district public libraries, and trustees of cooperative and federated library systems are required to file the oath of office specified in the New York State Constitution:

“I do solemnly swear (or affirm) that I will support the Constitution of the United States, and the constitution of the State of New York, and that I will faithfully discharge the duties of the office of trustee of the ________Library, according to the best of my ability.”

The oath may be given by any officer of the court (judge, attorney, notary public), or the library's Board President or District Clerk, if they have taken an oath of office, and must be filed in the local County Clerk’s office (or with the town clerk for municipal library trustees chartered to serve a town).  For a trustee, Treasurer or District Clerk, failure to do so within 30 days of commencing their term of office will vacate the position. The oath must be taken if a sitting trustee starts a consecutive term as well. 
  
For libraries with a municipally-appointed or elected board, it is good practice for the Board to request a formal letter or certificate of appointment or election for each new Trustee from the body that made the appointment or conducted the election. 

While association libraries are not required to file the oath with a County Clerk, the activity of taking the oath as part of the start of a term of office is good practice. Association Library Trustees are no less responsible for upholding the laws of the land and discharging their duties than public Library Trustees. 

While in the past Library Directors may not have generally taken the oath, the Commissioner of Education, in a decision related to a similar practice for School Superintendents stated: “…it is sound public policy to treat school superintendents as public officers with respect to oaths of office.” Given that libraries are part of the education infrastructure and fall under the auspices of the Commissioner of Education, we would consider it a “best practice” to do likewise for the Director as Chief Executive Officer of a public library. For library directors working under a contract, each time that contract is renewed or extended, a new oath should be filed within 30 days. Taking the oath is yet another example of how libraries can demonstrate a commitment to accountability and transparency. 

Governance authority and accountability lie with the Board as a whole. Under New York State law, a library board has broad authority to manage the affairs of the library, but it is a collective authority. Individual trustees, regardless of their position on the Board, do not have the power to command the services of a library staff member, nor to speak or act on behalf of the library, unless they have been specifically granted that authority by a vote of the Board.  

Committees must also respect the collective authority of the board. With very limited exceptions, discussed below in the Board Committees area of the chapter, committees act in a research and recommending role rather than acting on behalf of the board, and may not take action without explicit permission from the board as a whole. 

An important corollary to this concept of collective authority is the need for the Board to speak with one voice once a decision has been made. Debate, discussion, and even disagreement over an issue are important parts of policy development and the decision-making process. However, every trustee has an ethical obligation to publicly support an adopted board decision. 

The First Amendment protects the rights of a trustee who disagrees so strongly with a board decision that he or she must speak out publicly against it.  However, in such instances, the individual must make it clear to all concerned that they do not represent the library and, indeed, may wish to seriously consider resigning from the board if such action interferes with their ability to effectively fulfill their responsibilities as a trustee.

The library’s bylaws define the duties of the Board officers, typically the President, Vice-President, Secretary and Treasurer/Finance Officer. Such officers are elected annually by the Board at an annual reorganization meeting and serve for a period of one year.

The President ensures the Board acts consistently with board policies and presides at all meetings of the Board. This officer is responsible for the proper conduct and effectiveness of board meetings. In that capacity, the Board President must keep the meeting focused on the business at hand as determined by the agenda, maintain decorum, bring discussions to a close, refer an issue to a committee, or table issues until enough information is available to the Board for a well-considered decision. 

In addition, the President, in the context of the library’s bylaws, authorizes the call for any special meetings, appoints committee members, serves as an ex-officio member on all committees, executes documents requiring Board authorization, and generally performs all duties associated with that office. The President also serves as the primary liaison between the Board and the Library Director. In that capacity, the Board President should be in regular contact with the Library Director between meetings, work with the Library Director to ensure the entire Board is well informed of current issues facing the library and collaborate with the Library Director to create board meeting agendas.

The Board President is now responsible for ensuring that all trustees comply with continuing education requirements outlined in section 260-d of New York Education Law. 

The Vice President works with the President to ensure that meetings and other board initiatives go smoothly. The Vice President is often called upon to chair ad hoc committees. This officer assumes the duties of the President in their absence. This partnership is a good best practice for succession planning.  

The Secretary is responsible for ensuring an accurate and timely record of all meetings of the Board is created and that the issuance of the notice of all meetings as per Open Meetings Law is carried out, as well as performing other duties associated with that office. 

The office of Treasurer varies greatly, depending upon the library’s legal structure. School district public libraries and many special/consolidated district libraries must appoint (hire) an independent Treasurer who is not a member of the Board. Under the provisions of Education Law §259(1)(a), this independent officer reports to the Board and is responsible for the receipt and disbursement of tax monies after Board approval.

Special/consolidated legislative district libraries should refer to their enabling legislation for clarification. In the case of school district public libraries, the School District Treasurer is required to act in this capacity unless the Board appoints its own Treasurer.  

The Office of the State Comptroller has repeatedly opined that the doctrine of “incompatibility of office” applies to school district public, municipal and special/consolidated legislative district libraries (according to their enabling legislation). The appointment of a board member to the office of the Treasurer is considered such an incompatibility. In such cases, it is considered proper to appoint (hire) a paid Treasurer, independent of the Board, and appoint a trustee as the Board’s “Finance Officer” to oversee the regular audit of claims, chair the Board budget committee, and otherwise serve in such a capacity. (Also see: The Role of the Public Library Treasurer in the Appendix)

Municipal libraries that exercise their right under Education Law §259(1)(a) to request their tax appropriations be paid over to the library are strongly advised to appoint an independent Treasurer. In the case of municipal libraries, where tax funds are held, and invoices are paid by the municipality, the Treasurer of the municipality serves in this capacity.

Many libraries, either by choice (school district public libraries) or legislation (special/consolidated district public libraries), appoint a Library District Clerk. The primary duty of the District Clerk is to oversee the annual trustee and budget vote. Many District Clerks also perform “secretarial” duties at Board meetings; taking minutes which they submit to the Board Secretary for review and submission to the Board.  

This position is often filled by a library employee, such as an account clerk or senior account clerk, but is considered a separate appointment, answerable to the Board, with a stipend in addition to any other duties.

As an “officer of the corporation,” the District Clerk must take an Oath of Office.

Neither the Library Treasurer nor District Clerk are part of the competitive class of civil service but, as part-time library employees, must still comply with local civil service rules.

Association libraries are not governed by these restrictions and may appoint a trustee as Treasurer to oversee the receipt and disbursement of library funds, report to the Board and otherwise fulfill the duties of Treasurer. Volunteer Treasurers are expected to carry out these duties to the best of their abilities, as any reasonable citizen would expect, and to seek guidance and advice from professionals such as public library system staff and Certified Public Accountants. 

Regardless of the particulars related to your type of library noted above, the role of the Treasurer/Finance Officer is to monitor the internal financial controls of the organization, ensure that all Board members are provided with transparent, understandable financial reports, and make themselves available to answer questions trustees may have about the library’s finances. 

Committees play an important part in the library’s governance structure by focusing on critical aspects of the organization and reporting their findings and recommendations to the Board as a whole.  

By allowing a subset of the Board to research, analyze, and recommend action on important issues, the Board can ensure that it is giving the appropriate time and attention to all the meaningful topics it must consider and effectively manage its workload.

Generally, a board will establish standing committees in their bylaws, while allowing for the formation of ad hoc committees as the need arises.  Committees meet outside of regular Board meetings. 

Committees of public libraries must conform to Open Meetings Law, while committees of most Association libraries need not. (see the Library Board Meetings chapter for clarification.) 

Committees serve only in an advisory capacity by making recommendations to the Board as a whole in a formal Board meeting.  Committees exist to advise the Board on policy issues; not to oversee the management of the organization.

Typical library committees include: 

Finance Committee: to oversee the library’s fiscal well being and prepare the draft annual budget with the Director; as well as participate in the monthly claims audit process.

Personnel Committee: to review personnel policies, as needed; perform the initial annual evaluation of the Director (if this duty is not assigned to the Executive Committee), consider any personnel issues brought to them by the Director, and manage the selection process of a new Library Director when necessary.

Buildings and Grounds Committee: to partner with the Library Director to ensure the good stewardship of the library’s infrastructure, this could include an oversight role to ensure preventative maintenance measures are observed, and, when necessary, consulting on the renovation or expansion of the Library facility.

Policy Committee: to work with the Library Director and staff in an ongoing effort to keep the library’s policies up to date through regular review and development and recommendation of new policies relevant to community needs when appropriate.

Strategic Planning Committee: to assume responsibility for ensuring the library’s continued viability as an essential community institution by working with the Library Director, staff and the community to critically evaluate the Library’s role in the community and recommend goals and objectives to continue the Library’s mission.

Executive Committee: as provided in Education Law §226 (2); Boards with many members are permitted to appoint an Executive Committee to transact such business of the corporation as the entire Board has previously authorized. An Executive Committee must consist of a minimum of five trustees.

It is best practice to provide a written purpose with clear objectives for each committee to establish expectations and to establish how often each committee should meet. Chairs of committees should be appointed at the annual organizational meeting of the Board as per the process outlined in the library’s bylaws, or in the absence of an outlined process, by the Board President. 

Recommendations from a committee should be made in a written report that is included in the board packet. Committee reports, whether written or verbal, should be a routine section of the Board meeting agenda.  

• Bylaws
• Code of Ethics/Conduct
• Conflict of Interest Policy
• Removal of a Trustee