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1.4 MAB is elected from arXiv’s membership and serves as a consultative body.
2. MAB Membership
2.1 Board Composition
2.1.1 MAB will have 13 voting members in three categories:
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- The arXiv Program Director, who will serve as the Board’s Chair. The Chair may vote to break a tie.
- The CUL arXiv IT manager and the CUL arXiv User Support manager, or other CUL staff as appointed by Cornell’s University Librarian. The role of these members is to provide information and participate in Board discussions.
- Two SAB representatives. The SAB and MAB operate in parallel, complementing each other and providing essential input for CUL. To this end, the SAB appoints two members to serve as non-voting ex officio members of MAB; MAB appoints two members to serve as non-voting ex officio members of the SAB.
2.1.3 Board Officers
. a) Chair Chair. The presiding officer of the MAB annual meeting is the Chair. The MAB shall elect the Chair from among the current Voting Board Members.
b) Other Officers. The Board may elect other officers as it deems necessary.
2.2 Member Qualifications
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b) Other Officers. Other officers elected by the Board shall have the authority prescribed to them by the Board.
3. MAB Operation
3.1 MAB represents participating institutions’ interests and advises CUL on issues related to repository management and development, standards implementation, interoperability, development priorities, business planning, and outreach and advocacy. MAB also reviews and comments on arXiv budgets proposed by CUL. For agenda items that require decisions, MAB will review and comment on proposals submitted by CUL and may request additional information in support of their deliberations. MAB members can propose agenda items for discussion on topics within the scope of the group’s role. Some topics will require open discussion, and some matters with action items will necessitate decision-making. When the Chair determines that all Voting Board Members present are generally united in their judgment, he or she shall attempt to state clearly the “sense of the Board.”
3.2 A quorum requires the participation of a minimum eight voting Board members out of 13 (not including ex officio members).
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3.6 With regard to MAB and SAB communication, Board agendas and discussion outcomes will be shared with the SAB for their review and comments. The SAB representatives in MAB will act as liaisons and may seek input from their colleagues as needed prior to or after the Board deliberations.
4. MAB Meetings
4.1 Meeting Frequency
4.1.1 Meeting dates, times, and places will be designated by the arXiv Program Director and the Board’s Chair. The frequency and duration of meetings will be based on agenda items and their urgency.
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4.1.4 For board members who need assistance with their travel expenses to attend the in-person meetings, Cornell will provide $1,000 per person for the U.S. participants and $1,500 for the oversees participants (assuming the meeting will be held in the U.S.).
4.2 Meeting Attendance
4.2.1 Any Board member who cannot participate in an in-person meeting may participate remotely via conference phone or web conferencing.
4.2.2 Depending on the nature of agenda items, deliberations — including reaching a consensus — can be carried out on the Board’s mailing list.
4.2.3 A 3 A Board member who fails to attend or fails to have a designated alternate attend three consecutive regularly scheduled Board meetings may be deemed by the consensual agreement of the Board to have resigned. The resulting vacancy may be filled in accordance with the provisions of 4.3.
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4.2.5 The Chair will preside the annual meeting at all meetings of the Board and will exercise general charge and supervision of MAB’s affairs. The Chair will facilitate open and inclusive discussion and decision making.
4.2.6 CUL will assign a staff member as Secretary to take notes during meetings and prepare meeting minutes. MAB members will review and approve the minutes. The Board agendas and discussion outcomes will be shared with the SAB for their review and comments. A synopsis of the meeting outcomes will be shared with the arXiv members.
4.3 Designating Alternates
If an MAB member is unable to attend a meeting, he or she may designate an alternate to act as a Board member. The alternate must be an employee or officer of a Contributing or High-Contributing Organization. An alternate may attend Board meetings and will be deemed a member of the Board for all purposes for the duration of the designation.
5. Committees
5.1 Elections Committee
5.1.1 The arXiv Program Director will initially appoint an Elections Committee of between three and five representatives from Contributing Organizations. The purpose of the first Elections Committee is to oversee the initial elections process.
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5.1.3 The Elections Committee will determine the voting process, gather nominations, review the candidates proposed by the member institutions, and oversee voting.
5.1.4 Elections 4 Elections Committee members will serve for one election term or until their successors have been appointed.
5.2 Other Committees and Task Forces
5.2.1 The Board may create and appoint members to such other committees and task forces as the Board deems appropriate. Such committees and task forces will have the powers and duties designated by the Board, and they will give advice and make non-binding recommendations to the Board.
5.2.3 Each committee will consist of at least one Board member and will operate for the term designated by the Board.
5.3 Vacancies and Rules
The Board Chair may fill vacancies on committees. Each committee and task force may adopt rules for its meetings that are consistent with these Bylaws or with any rules adopted by the Board.
6. MAB Member Election
6.1 Board members representing Contributing Organizations and High-Contributing Organizations will be selected through an election by a majority vote of the member organizations.
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- They may delegate their representation to a consortium or other proxy, with the voting representation of such proxies being equal to the number of members represented.
- A High-Contributing Organization may opt to ask each member cast a vote during an election. This process needs to be coordinated by the consortia liaison and each member organization will have one vote.
7. Resignation, Removal, or Replacement of a Board Member
7.1 Any 1 Any Board member or designated alternate may resign at any time by giving written notice to the Board. If any Board member or designated alternate ceases to be employed by or affiliated with the Contributing or High-Contributing Organization that he or she represented at the time of his or her election, that member will be deemed to have resigned from the Board. The Board vacancy created will be filled in accordance with the provisions of Clause 7.2, below. If the Contributing or High-Contributing Organization that a Board member represents ceases to be a member of arXiv, then that Board Member will be deemed to have resigned from the Board, and the Board vacancy created will be filled in accordance with the provisions of Clause 7.3, below.
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7.3 A vacancy on the Board not filled in accordance with the procedures for a deemed resignation (Clause 7.2) may be filled by the consensual agreement of the Board at any meeting where a quorum is present. A Board member elected to fill a vacancy will be eligible to serve full, consecutive four-year terms.
8. Annual Fees
To be considered a Contributing or High-Contributing Organization, organizations must pay annual membership fees by July 1 of each calendar year. Budgetary inability to meet a single year’s membership fees will not terminate membership, provided that the member commits to making up the deficit within an agreed upon period not to exceed two years.
9. Amendments
Within the confinement of arXiv principles, these Bylaws may be amended and new articles may be adopted by the consensual agreement of all Board members then in office. Depending on the assessment of the Board Chair, the changes may need to be reviewed by the SAB, Cornell’s University Librarian, or the Cornell Counsel.
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Revisions on October 9, 2012
Revision on October 6, 2014 (corrected number of 2-year terms)
Revision on December 17, 2014 (corrected a typo in 2.3.2)
Revision on December 17, 2014 (reset the number of 2- and 4-year appointments to correct the October 6, 2012 revision)
Revision on August 4, 2015 (The initial idea of 2-4 year staggering terms did not take into consideration the time needed for the group to come together as a team around a common set of goals and identify productive ways of contributing to arXiv. Given the fact that MAB is a new governance unit, we feel that the first couple of years were spent in clarifying and better formulating the actual role of MAB in arXiv's governance. MAB unanimously decided to modify 2.3.1: Elected members of MAB will serve staggered four-year terms. Board members will be divided into two types of approximately equal size. The first MAB appointments during December 2012 will include seven voting members with six-year four-year appointments and six voting members with four-year two-year appointments.)
Revisions Revision on May 3126, 2016 (added a new Chair position to preside the annual meetings of the Board)
corrected a typo, missing space)