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dLOC, Digital Library of the Caribbean
Bylaws


Draft version, revised 10 October 2006


I. NAME

The organization shall be called Digital Library of the Caribbean (dLOC), representing the
cooperative body established to develop a collection of digital archives, artifacts, and library
materials.

II. PURPOSE AND VISION

The Digital Library of the Caribbean was established 17 July 2004 by a Planning Committee at a
meeting held in San Juan, Puerto Rico. The organization seeks to build a cooperative digital
library among partners within the Caribbean and circum-Caribbean that will provide users with
access to Caribbean cultural, historical and research materials held in archives, libraries, and
private collections.

dLOC will comprise collections that help to understand the similarities and differences in
histories, cultures, languages and governmental systems. Types of collections will include but
are not limited to: newspapers, archives of Caribbean leaders and governments, official
documents, documentation and numeric data for ecosystems, scientific scholarship, historic and
contemporary maps, oral and popular histories, travel accounts, literature and poetry, musical
expressions, and artifacts.

Partners in the project may either: 1) contribute digital content to a centralized repository, or 2)
make their digital collections available to dLOC through compliance with the Open Archives
Initiative (OAI).

III. MISSION

dLOC's diverse partners will serve an international community of scholars, students, and citizens
by working together to provide enhanced electronic access to cultural, historical, and research
materials in a common web space with a multilingual interface.

IV. MEMBERSHIP

a. Members

Membership in dLOC is institutional and is open to libraries, archives, museums, research
centers, associations, publishers, and vendors that meet the eligibility criteria. Each institution
shall be represented by a single member, the Institutional Representative. An Alternate member









will serve in the Institutional Representative's absence. Members will ratify the interim
governing body and organizational structure developed by the Planning Committee.

b. Eligibility

Institutions are eligible to join the organization based on the following criteria:

1. Willingness to contribute collections and to make these freely available to the project.
2. Availability of appropriate collections with Caribbean content.
3. Willingness to comply with common standards.
4. Willingness to designate a representative to manage local participation.

c. Inactive Members

Members not contributing to an existing dLOC collection for a period of 5 years will be
considered inactive. The Executive Committee will review membership annually at general
meetings and will notify members of inactive status. Inactive members may be reinstated upon
request by a majority vote at annual general meetings.

V. MEETINGS

a. General Membership Meetings

The general meeting of the members of dLOC shall be conducted once a year, in proximity to the
Association of Caribbean University, Research and Institutional Libraries (ACURIL) annual
conference.

b. Executive Committee Meetings

The Executive Committee shall meet once a year, in proximity to the ACURIL annual
Conference.

c. Advisory Board Meetings

The Advisory Board shall meet once a year, in proximity to the Caribbean Studies Association
annual conference.

d. Special Meetings.

Special meetings of the membership and/or the Executive Committee may be held by direction
of the Executive Committee.

e. Quorum

The quorum will be a simple majority of the members participating in the annual meeting.









f. Participation


Meetings are open to members of the organization.

g. Meeting Notification

Meetings will be announced to the membership and/or associated parties at least two months
prior to the scheduled meeting through appropriate dLOC email list(s).

VI. GOVERNANCE

The Governing structure shall consist of an Executive Committee, Advisory Board, Executive
Director, and sub-committees.

a. The Executive Committee

The Executive Committee shall be the governing body of dLOC. The Committee shall consist of
nine members elected from the institutional representatives by the general body. Terms of office
shall be staggered, 2-year terms. A majority shall constitute a quorum of the Executive
Committee.

i. Governing Authority

The Executive Committee shall engage in policy-making, planning and fundraising efforts, and
shall oversee the work of the Executive Director. The Committee will convene sub-committees
who report to the Executive Director, and will select the members of the Advisory Board.

ii. Officers

The officers of the Executive Committee shall be Chair, Vice-Chair, and Secretary. Officers will
be elected by the members of the Committee.

iii. Officer Roles and Responsibilities

The Chair of the Executive Committee shall:

1. Preside over general membership meetings;
2. Develop the general membership meeting agenda;
3. Serve as ex-officio member of the Advisory Board.

The Vice-Chair shall serve as Chair in the absence of the Committee Chair. Other duties include:

1. Serve as liaison to the Advisory Board;
2. Assist the Committee Chair by representing the Committee at meetings upon request.


The Secretary shall:









1. Record and distribute minutes of the Membership, Advisory Board and Executive
Committee;
2. Handle correspondence as required;
3. Maintain membership roster.

iv. Elections and Terms of Office

1. Election shall be by secret ballot during the General Membership Meeting.
2. Representatives from active institutional members will be eligible for election to the
Executive Committee.

v. Vacancies

A vacancy in any office because of death, resignation, removal, disqualification or otherwise,
shall be filled by the institutional alternate. A new institutional representative shall be appointed
by the institution.

vi. Removal

Any institutional representative may be removed for cause from the Executive Committee at any
time by the affirmative vote of a majority of the voting Executive committee members then in
office.

b. Advisory Board

The Advisory Board shall consist of seven members appointed by the Executive Committee. The
members of the Board will be skilled in relevant academic disciplines, in curriculum
development, and/or in technical issues. The Board will provide guidance to the Executive
Committee and the Executive Director by reviewing proposals for collections, by nominating
collections for inclusion, and by reviewing standards developed by sub-committees. Professional
expertise of members of the Board will reflect the current issues being addressed by the
organization. Terms of office shall be staggered, 2-year terms, with the exception of the first
term, at the end of which three or four members of the Advisory Board will be invited to remain
on the Board for a third year.

c. Executive Director

The Executive Director shall be hired by the host institution with counsel from the Executive
Committee, to develop and coordinate activities of the Digital Library of the Caribbean as
directed by the Committee. The Executive Director shall:

1. Coordinate activities of project managers located at participating institutions;
2. Have managerial, fiscal, and library experience;
3. Liaise with legal counsel to clarify and resolve issues of jurisprudence;
4. Be ex-officio member of the Executive Committee and the Advisory Board;
5. Promote activities of dLOC ;









6. Report to the Executive Committee and to the membership on the affairs of the
organization;
7. Actively seek sustainability through grant writing and fundraising efforts;
8. Be located at a host institution that is a member of the organization.

VII. SUB-COMMITTEES

Sub-Committees shall be appointed by the Executive Committee from among the membership.
All recommendations and minutes of Sub-Committees and ad hoc Committee meetings shall be
forwarded to the Executive Director for approval and action. To carry out its work, the Digital
Library of the Caribbean may have additional sub-committees which will be charged with
specific responsibilities or tasks. These may be suggested by the membership of the organization
as a whole, by the Executive Director, or by the Advisory Board.

a. Technical Standards and Training Committee

The Technical Standards and Training Committee shall establish standards for digitization
including cataloging, metadata and markup, and deployment issues.

b. Curriculum and Development Committee

The Curriculum and Development Committee shall plan and consider future priorities and
initiatives of the organization.

VIII. BYLAWS, GOVERNANCE, AND LEGAL COUNSEL

a. Bylaws

1. Amendments to these bylaws may be proposed by the Executive Committee, the
Executive Director, or by the membership. Proposals shall be submitted to the Executive
Director and reviewed by the Executive Committee. All proposals submitted shall be
presented to the membership and may contain Executive Committee or Executive
Director recommendations.
2. Amendments will be considered at the annual membership meeting. Notice containing
the text of any proposed amendment shall be sent to the membership at least 30 days
before the meeting at which it is to be discussed.
3. iii. These bylaws may be amended by a simple majority of voting members.

b. Parliamentary Procedure

All matters of procedure at any meeting of the Committees, or the membership shall be governed
by Robert's Rules of Order (latest edition). These rules of order may be suspended by a vote of
two-thirds of the voting representatives present.


c. Legal Counsel









Legal counsel shall be made available to dLOC by the institutions represented on the Executive
Committee on a voluntary basis.

IX. FINANCES AND RECORDS

a. Dues and Fees

Each member shall be assessed annual membership dues according to a fee-structure and
schedule determined by the Executive Committee. Implementation of dues and fees will be
determined by an amendment to the by-laws.

b. Fiscal Year

The fiscal year will begin 01 October each year and end 30 September of the following calendar
year.

c. Finances

dLOC shall operate with money received from a variety of funding sources to include grants,
membership dues, and contributions from member institutions to maintain the organization.

d. Registration Fees

The Executive Committee will have the right to establish fees to cover the cost of annual
meetings.

e. Records

All active records of the general membership meetings, the Executive Committee and the
Advisory Board, shall be maintained at the office of the Executive Director.

f. Disposition of Assets

In the event that the dLOC is dissolved, any remaining funds in the Treasury shall be disbursed
to the Institution of the Executive Director for the sole purpose of preserving and maintaining the
organization's records.