Online Board Meeting: ALSC Leadership Transition Plan
I’m calling to order this online meeting of the ALSC Board Directors. We will have two items of business; one small new business item that I will introduce within a few days; but our major and first item is to discuss and approve a transition plan for the Board vacancy created by the recent resignation of Betsy Orsburn from the office of ALSC President.
In order to establish a quorum for this meeting, please indicate in a comment that you are "present" and then I will open discussion. I am pasting background and a plan below for your review before we begin.
As we establish quorum, I would like to open by thanking Betsy for her service. While this must have been a very difficult decision, I am glad she is able to focus on her health, and I wish her the very best.
Our Bylaws , at http://www.ala.org/alsc/aboutalsc/governance/bylaws provide for the governance of our organization. The ALSC Executive Committee, in consultation with the co-chair of ALSC’S Organization and Bylaws Committee, have reviewed the Bylaws for guidance in handling this vacancy.
Article V. Sec. 3 states that:
In the event that the office of president becomes vacant, the vice-president shall become president and shall continue to fulfill the duties of the vice-president until the results of the next election are certified.
That will inform immediate transitions on the Board; however, as we head into Board year 2017-2018, Betsy’s vacancy moves to the role of Immediate Past President. The Bylaws do not explicitly provide for replacement of that position. The ALSC Handbook of Organization does outline specific duties of the Immediate Past President, which then need to be addressed.
Considering what will best serve the organization during the course of this vacancy, ahd guided by our Bylaws, the Executive Committee and Organziation & Bylaws co-chairs have agreed on the following plan:
1) As provided in Article V. Sec 3, I will assume the office ALSC President immediately, concurrently serving as ALSC Vice-President/President-Elect.
2) On April 12, 2017, when the ALA Election results are certified, the newly elected Vice-President/President-Elect will assume that role immediately. (The candidates have been alerted of this.) They will carry that role through the 2017-18 term, as I will for President.
3) At the conclusion of the ALA 2017 Annual Conference, Andrew Medlar’s term as ALSC Past President concludes, and that Board position will remain vacant for the 2017-2018 year. There is no provision for replacing that position on the Board, as it specifically results from having the experience of serving as both VP and President, “contributing, from the experience as president and knowledge and insight gained, to the future direction and leadership of ALSC.” (from the Handbook of Organization). We have been operating with a 12 member Board, which is high-functioning, voting generally in consensus and easily establishing a quorum. Bylaws Article 7. Sec. 2 provides for establishing a quorum in a vacancy, suggesting that operations with a vacancy are expected. The Board will retain the provided number of Directors at Large. Finally, many ALA Division Boards, as well as those of other organizations, are smaller than ours. For all these reasons the Executive Committee and O&B Chairs feel ALSC can operate for one year with the Board position of Immediate Past President vacant.
The following duties of the Immediate Past President would be distributed as follows:
4) “The immediate Past-President serves as a member of the Executive Committee.” Our EC would operate a member down, as it has been, and as the Board has been and would do.
5) “The Past-President develops the agenda, in consultation with the Executive Director, and chairs the ALSC Past Presidents’ Breakfast during Midwinter.” Andrew has agreed to fill this role for a second year.
6) “The immediate Past-President serves on the Nominating Committee during the following year as Immediate Past-President, usually as chair.” This is established practice, but the position is not named in the Nominating Committee composition statement. We have precedent for previous Past-Presidents declining this term of service, in which case an exiting Board member has been appointed Nominating Chair instead, and we would follow that precedent. (This will not arise until fall 2018)
7) “The immediate Past-President serves on the ALSC Budget Committee.” This position is named in the committee composition statement, and it is here especially that we seek Board agreement. The immediate Past-President serves on this committee to bring board perspective and insight into funding our strategic directions, and the budget is formed by the strategic plan. Therefore, we propose that a member of the 2017-2018 Board, ideally in their 3rd, or 2nd, year, fill this role.
To appoint that member, the Organization & Bylaws co-chairs have suggested we may borrow from Bylaws Article 4 Sec 3 (for filling an interim Board appointment), and do so “by appointment of the president with approval of the Board of Directors.”
Action and Meeting Schedule
Item 1 in the Transition Plan is explicit in the Bylaws and does not require Board action. I present Items 2-7 to you as recommendations of the Executive Committee in consultation with the Organization & Bylaws Committee co-chairs. When quorum is established and I call for discussion, I would invite you to comment on any part of the plan.
Depending on discussion, I will seek a motion by Monday or Tuesday. If adopted, item 7 would then require me to bring an appointee for the Budget Committee to you for approval. In advance, I would welcome any Board member who will be in their 2nd or 3rd year in 2017-2018 and who has interest in serving on the Budget Committee to nominate themselves to me individually by email.