University of Southern Maine
Lewiston-Auburn College
FRANCO-AMERICAN COLLECTION
BOARD OF DIRECTORS BY-LAWS

ARTICLE I. Name and Purpose

A. There is established at the University of Southern Maine’s Lewiston-Auburn College (LAC) the Franco-American Collection Board of Directors.

B. The purpose of the Board shall include the following:

To establish policies for the Collection in, but not limited to, the following areas:

a. Mission statement
b. Archival practices and procedures;
c. Acquisition and disposal;
d. Long-term goals and planning;
e. Relationships/collaborations with other entities;

To support the Collection as follows:

Providing recommendations for the budget and purchasing;
Providing advice and assistance with development efforts;
Providing advice and assistance with marketing and public relations efforts;
Providing guidance and direction to the Collection Coordinator and serving as a resource to the Dean;
Serving as a forum for the consideration and discussion of issues that affect the preservation of Franco-American history and culture;
Fulfilling such other functions as it deems in the best interest of the Franco-American Collection.

C. Any actions taken or policies adopted by the Board under this section may be reviewed by the LAC Dean. As the chief administrative officer of the College, the Dean, after consultation with the Board, may alter or reverse any actions of the Board.

ARTICLE II. Membership

A. There shall be no fewer than 12, or more than 16 members on the Board. No
fewer than 6 voting members must be community representatives.

B. Those holding the following positions at USM/LAC will have ongoing
membership on the board:

1. Coordinator, F-A Collection
2. USM Head of Special Collections
3. USM/LAC Assistant Dean, Student & Community Affairs
4. USM/LAC Franco-American Scholar
5. A second USM/Lewiston-Auburn College faculty representative
elected by the Lewiston-Auburn College faculty
6. USM/LAC Librarian or her designee

C. The USM/LAC Director of Exhibitions shall serve as an ex-officio member.

There shall be at all times at least one student representative nominated by the
Board and appointed by the Dean.

E. Except for the initial one and two-year terms necessary to establish the
staggered expiration of terms for community representatives, members shall
serve for a three-year term. The Chair shall assign the initial term of each
member.

F. From among such initial appointments, the Chair shall select a nominating
committee of three members responsible to develop a slate of community
representative candidates each year, which will be reviewed by the Dean.

G. The term of each such member shall commence immediately following his
or her election. There shall be no limit on the number of terms for which a
member can serve.

H. Vacancies on the Board shall be filled for the balance of the term in the same
manner as the vacant position was originally filled.

ARTICLE III. Officers

A. The officers of the Board shall consist of a Chair and Vice-chair. The
Collection Coordinator shall serve as the Secretary. The Secretary will be responsible for keeping the minutes and other records of the Board and providing Board members with the agenda and minutes of the previous meeting. The Board may, at its discretion, appoint a recording secretary.
The recording secretary will not be a voting member.

The Chair and Vice-chair shall be elected by the Board from among the membership. Their terms of office shall run concurrently with the time remaining on their Board appointments. The Chair should be elected from among the community representatives (if any such member is willing to serve) and shall not serve more than two consecutive terms.

The Chair shall preside at all meetings of the Board and the Vice-chair shall preside in the absence of the Chair. Should the Chair resign, the Vice-chair will assume the position temporarily until a new Chair is elected.

The elections of officers shall be held upon nomination of the nominating committee no later than the first regularly scheduled meeting in each year in which a vacancy occurs, such year being defined as September 1 through August 31. This section will not apply during the year in which these bylaws are adopted.

ARTICLE IV. Quorum

A. A quorum necessary for the conduct of business shall be defined as 50 percent
plus one of those members who have been elected or appointed.

ARTICLE V. Committees

A. The Board may establish an executive committee and such other committees as
the Chair may appoint. Such committees may be created on a temporary or
standing basis.

ARTICLE VI. Meetings

A. The Board shall meet no fewer than four times per year. Additional meetings
may be called by the Chair or the Dean, providing that adequate notice is given to all Board members.

ARTICLE VII. Attendance

A. Members who miss three consecutive meetings may, at the discretion of the
Board, be removed from the Board.

ARTICLE VIII. Amendments

A. These by-laws may be amended at any regularly scheduled meeting of the
Board upon prior notice to the membership in advance of such meeting. A
majority of those members presently holding seats on the Board shall be
required for amendment of the by-laws.

ARTICLE IX. Conduct of Meetings

A. Meetings shall generally be held on the premises of Lewiston-Auburn College.

Members of the Board will be given adequate notice (no fewer than seven days) of each meeting of the board. A tentative agenda and minutes of the previous meeting shall be circulated with such notice. Notice, however, may be waived by the Chair or a majority of the members of the Board for an emergency meeting.

Meetings shall be informal and democratic. Should rules of procedure be necessary, Roberts Rules of Order are adopted as the governing rules of the board.

These by-laws were adopted by the Franco-American Collection Board of Directors on April 28, 2003.

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