Article I. – Name and Authority

The name of this board is the Bracken County Public Library Board of Trustees, hereinafter referred to as “the Board.” The Bracken County Public Library, hereinafter referred to as “the Library,” is located in Bracken County, Kentucky and is a special purpose district and a tax-supported institution established in accordance with Kentucky Revised Statute KRS 65.182 et seq. and has as its legal basis the library laws of the Commonwealth of Kentucky.

Article II. – Purpose

The Board shall govern the operations of the Library as specified herein and with such power and authority to perform those acts, tasks, and functions described herein and permitted or required by the library laws of the Commonwealth of Kentucky to establish, equip and maintain library services and do all things necessary to provide efficient library services in and for the citizens of Bracken County.

Article III. – Membership

Section 1. – The membership of this board shall consist of five members who reside within Bracken County.

Section 2. – Trustees are considered to be qualified to serve after they have been appointed by the appointing authority and have taken an oath of office in accordance with KRS 173.490.

Section 3. – The members of the Board shall not receive compensation for their services.

Section 4. – Absence of a member from four (4) regular monthly board meetings during a twelve-month period shall be considered to be an automatic resignation from the Board.

Section 5. – In the event of a vacancy during the term of office, the unexpired term will be filled in accordance with KRS 173.490.

Article IV. – Terms

Section 1. – Trustees shall be appointed to serve terms of (4) years (KRS 173.340(2)). (6/8/2015).

Section 2. – Trustees shall serve a term of four (4) years unless they are removed or resign.

Section 3. – Trustees may serve two (2) consecutive terms, after which they may not succeed themselves or be re-appointed earlier than 12 months after the end of their last service.

Section 4. – Members continue to serve until their successors are appointed and qualified.

Section 5. – When a member resigns, a successor will be designated by the appointing authority to fulfill the remainder of member’s term.

Article V. – Duties of Members

It is the duty of the Board of Trustees to “establish, equip and maintain libraries and do all things necessary to provide efficient library service”. To accomplish this the Board of Trustees shall:

Employ a competent and qualified library director.
Attend board meetings regularly and ensure that accurate records are kept on file at the Library in accordance with retention schedules.
Approve the annual budget and ensure that adequate funds are provided to finance the approved budget.
Approve and have exclusive control of the expenditure of all moneys collected, donated or appropriated for funding the Library program.
Determine and adopt policies to govern the operation and programs of the Library; reviewing them regularly and revising them as necessary.
Understand the programs and services of the library in relation to community needs and plan for future direction of library services: programs, technology, and facilities.
Be informed about local, state, and federal laws pertaining to libraries; actively advocate for library legislation that will improve library programs and services.
Develop relationships with other public officials and boards and maintain vital public relations; actively participate in a planned public relations program.
Cooperate and consult with the Kentucky Department for Libraries and Archives in the development of library services.
Attend regional and state trustee meetings and workshops; affiliate with appropriate professional organizations. [KPLA, KLTRT, KY Library Friends, ALA, PLA, AL TAFF]
Continue to expand knowledge of public library standards and trends by reading, attending meetings and workshops, visiting other libraries, and participating in the Trustee Certification Program.

Article VI. – Officers

Section 1. – Officers shall be as follows: President, Vice President, Secretary, and Treasurer.

Section 2. – Officers are elected for a term of two years and continue to serve until their successors are duly elected. Officers are permitted to succeed themselves in office.

Section 3. – In the event of resignation or incapacity of the president, the vice president shall become president for the unexpired portion of the term. Vacancies in offices other than president shall be filled for the unexpired term by a vote at the next regular meeting after the vacancy occurs.

Section 4. – Any officer may resign from office at any time by giving written notice to the President or Secretary. Such resignation shall be effective when the notice is delivered unless the notice specifies a future date; and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Section 5. – Any officer may be removed by a board action in which a majority vote of three whenever in its judgment the best interests of the Library would be served thereby.

Article VII. – Election of Officers

Section 1. – Officers shall be elected biennially from the appointed trustees at the first meeting of the new term year in the even numbered years.

Section 2. – A nominating committee, appointed by the Board president, shall present a slate of officers at the first meeting of the new term year. Other nominations may be made from the floor after the nominating committee has reported but before final action is taken.

Section 3. – A vote is taken and upon a majority vote of three the new officers begin immediately to fulfill the duties of the office to which they have been elected.

Article VIII. – Duties of Officers

Section 1. – The President of the Board shall:

Oversee the preparation of the meeting agenda
Perform the duties of a presiding officer at all meetings;
Appoint all committees and may serve as an ex-officio member at any committee meeting;
Execute all documents authorized by the Board;

Section 2. – The Vice-President of the Board shall:

Perform all the duties and assume all the responsibilities of the President in his/her absence at a regular or special meeting of the Board.

Section 3. – The Secretary of the Board shall:

Oversee the recording and safekeeping of a true and accurate account of all proceedings of the board meetings, including records of attendance of Board members;
Minutes of all meetings shall, at a minimum, indicate members present, all items of business, all motions (except those that were withdrawn), and the result of all votes taken. Minutes may be revised and/or approved only at the Board of Trustees’ regular monthly meeting.
Sign the minutes and the disbursement voucher after approval at the Board meeting;
Issue notices of all regular meetings and special meetings;
Notify any trustee who has missed three (3) regular monthly meetings in any one year of his/her term;
Notify any trustee of his/her automatic resignation upon missing four (4) regular monthly meetings in any one year of his/her term;
Write official letters of the board and keep these filed with official library records;
Perform all the duties and assume all the responsibilities of the President in his/her absence and in the absence of the Vice-President at a regular or special meeting of the Board.
The library director or a member of the staff may be designated by the Board to perform the recording and safekeeping duties of the Board’s official records.

Section 4. – The Treasurer shall:

Be bonded as required per;
Be in charge of the library funds, income, securities and obligations;
See that proper records are kept, showing receipts and disbursements of the Board, with vouchers in support thereof;
Provide a financial report for each regular meeting of the Board;
Sign checks issued to cover the disbursements on the authorization of the Board, as one of the two required signatures;
Report at each meeting on the state of the funds;
Provide advice and recommendations regarding the Library’s Income and Disbursements Policies and its Investment Policies.

Article IX. – Fiscal Year

The Fiscal Year shall commence July 1st and close June 30th.

Article X. – Meetings

All Board meetings and all committee meetings will be held in compliance with Kentucky’s Open Meetings Act (KRS 61.805-61.850).

Section 1. – Regular Meetings

The Board of Trustees will meet monthly at a regular meeting time and place as mutually agreed upon by the members of the Board.

Section 2. – Special Meetings

Special meetings may be called by the President, or upon the written request of three (3) members for the transaction of business stated in the call for the meeting.
The agenda for a special meeting will be posted at least 24 hours before the meeting at the location of the special meeting and at the Library’s headquarters if different from the location of the meeting.

Section 3. – Notification

Notice of all meetings shall be given by the Secretary or designee to all members at least three (3) days before the meeting with an agenda for the meeting.
Meeting agendas and notices shall indicate the time, date and place of the meeting; and indicate all subject matters intended for consideration at the meeting.
Date, time, and location of meetings shall be posted in the Library’s paper of record at least once each year.

Section 4. – Order of Business

The Order of Business must include parts (d) through (h), but the exact order for parts (d) through (h) can be adjusted to the most expedient, applicable format for the meeting.

Call to order
Revision/ Approval of Minutes of previous meeting
Approval of balance sheet and financial report
Director’s Report
Business
Committee Reports (as necessary)
Regional Librarian Report
Public comment (Limit of 2-3 minutes per person)
Adjournment

Section 5. – The current edition of Bob’s Rules, a simplified version Roberts Rules of Order, will be used in conducting all meetings of the Board.

Article XI. – Quorum and Voting

Section 1. – Quorum

A quorum for the transaction of business shall consist of three members of the Board.

Section 2. – Voting

Each member of the Board shall be entitled to one vote, irrespective of office held, on all matters brought for a vote during a regular or special meeting in which said member is present and providing a quorum is present at the time. No voting shall be done by proxy.
An affirmative vote of the majority of all members of the Board present at the time shall be necessary to approve any action before the Board.
If the quorum consists of three members of the Board, their vote upon any official business brought before them must be unanimous.
The President may vote upon and may move to second a proposal before the Board.

Article XII. – Duties of the Library Director

Section 1. – The library director shall be considered the executive officer of the Board and shall:

Have sole charge for the administration of the Library;
Be held responsible for:
1. the care of the building and equipment;
2. the efficiency of the Library’s service to the public;
3. the operation of the Library under the financial conditions set forth in the annual budget;
4. the hiring, supervision, and evaluation of all library personnel;
5. the certification, continuing education, and development of staff members;
6. attending professional meetings and library workshops;
Oversee the selection and purchase of books, library materials and other necessary supplies;
Attend all board meetings and report on the progress of the Library;
Determine and recommend needed policies for Board action;
Draw up the agenda, in consultation with the president, for board meetings.

Article XIII. – Committees

Section 1. – Special committees for the study or investigation of special projects may be appointed by the President, with the approval of the Board, to serve until the final report of the work for which they were appointed has been completed and presented at a regular board meeting.

Section 2. – No committee shall have other than advisory powers. All committee reports and/or recommendations shall be submitted to the board at a regular board meeting.

Section 3. – Committees may have citizen members, as deemed appropriate for their purpose by the Board.

Article XIV. – Advisory Board

Section 1. – Pursuant to the authority of KRS 173.490[1] an advisory board may be appointed and serve as specified in the bylaws of the board of trustees.

Section 2. – Advisory board members are not appointed to the board. They are invited to serve by invitation of the regular board.

Section 3. – Members of the advisory board may be appointed annually for one (1) year terms from July 1 to June 30 of the following year. The advisory board, if appointed, shall consist of not more than five (5) members.

Section 4. – Advisory Board members shall:

Fulfill duties as directed by the Board.
Work for the betterment of the public library program;
Give freely of their advice and help in every way possible;
Not hold a voting position;
Not be required to attend any set number of meetings, but are encouraged to attend whenever possible.

Article XV. – Expulsion of Members

Section 1. – Only the appointing authority may remove a library board trustee from his/her office according to for inefficiency, neglect of duty, malfeasance or conflict of interest.

Section 2. – Should a situation arise that may require removal of a member, the Board will seek legal advice for assistance in handling this matter.

Article XVI. – Policies

Section 1. – In addition to operating in accordance with these Bylaws and the laws of the Commonwealth of Kentucky, the Board shall adopt policies, plans, rules, and regulations to govern its operations, and may affirm policies, plans, rules and regulations proposed by the Library Director for the management and administration of the Library.

Section 2. – All of these policies, plans, rules, and regulations shall be compiled and organized in a manual to be distributed to all new board members.

Section 3. – Changes to these policies, plans, rules, and regulations may be amended or changed by a majority vote of members present at the meeting which a quorum is present when the amendments and/or changes are brought to a vote.

Article XVII. – Amendments to Bylaws

Section 1. – All members shall be furnished a written copy of the proposed changes and/or amendments at least thirty-five days prior to any official vote on said proposed changes and/or amendments.

Section 2. – Any changes and/or amendments to the official bylaws shall be read at two consecutive meetings of the Board, said meetings to be regular meetings held in accordance with the provision of the bylaws presently in effect.

Section 3. – These bylaws may be amended upon the second reading of the change and/or amendments in any regular meeting of the Board, with a quorum present, by a unanimous vote of the members present, provided the amendment was stated in the call of the meeting and provided it is in compliance with the other provisions of this Article.

Article XVIII. – Review of Bylaws

Section 1. – The bylaws will be reviewed annually at the Bracken County Public Library Board of Trustees meeting. The date of review of the bylaws shall be affixed to the bylaws for audit as well as indicating the action in the minutes.

Motion made by _______________, seconded by ______________, that the bylaws as set forth herein, be adopted and declared by the President to be the official Bylaws of the Bracken County Public Library Board of Trustees. Resulting Vote: _____ Yes, _____ No. Done this day, the 11th day of June, 2012.

Bob’s Rules Of Order

As Proposed to the Bracken county public library board of trustees June 6^th, 2022

Introduction

Robert’s Rules of Order, published in 1876 and taken primarily from the rules of conduct for the United States House of Representatives, is a set of rules for use in non-legislative assemblies throughout the country. Even though Henry Roberts sought to make these rules less onerous, they are nonetheless difficult to follow and unwieldy for most public library board meetings.

According to the preface in Robert’s Rules of Order, “parliamentary law is a complex subject… [and] the expertise of a professional parliamentarian is necessary to interpret this book. …very few attorneys have credentials in parliamentary law, and the organization should not seek to obtain both skills in one person.”

In 1980 the Kentucky Attorney General opined that library boards may adopt their own rules of procedure. [OAG80-216] However, most boards’ bylaws state that the Library’s Board of Trustees will follow Robert’s Rules of Order in conducting its meetings. Therefore, the need arose to create a set of procedures that will work in the informal atmosphere of most library board meetings while still maintaining a business-like structure for a public body. This set of procedures is so simplified it can no longer be called a version of Robert’s—hence the name Bob’s Rules of Order. It has a genesis in the formal dictates, but blends in actual practice as observed in many Kentucky public library board meetings. Use it as you will in adopting your own rules of procedure. [Note: if you design your own procedures, you must attach a written set to your bylaws. If you wish to use this set of procedures, you will need to attach them to your bylaws as well as they are not formally recognized.]

A public library board of trustees and the way it functions are governed by Kentucky Revised Statutes (KRS), the library’s bylaws, the library’s board policies, and parliamentary rules of order—in that order. Nothing in the bylaws may conflict with statutes; nothing in the board policies may conflict with the bylaws; nothing in the adopted rules of order may conflict with the board policies. Bylaws are considered so important that special requirements are set for changing them. These usually include advance notice and a larger-than-majority vote for the adoption of amendments. Board policies may be changed by a simple majority vote during an official meeting of the board. (The bylaws may state that the Board meets monthly, but day and time are better left to board policy. This allows for easily changing the set day and time should it become necessary as board membership changes.)

Parliamentary law rests on certain principles. Perhaps the most important is the principle of rights: the right of the majority ultimately to rule; the right of the minority to be heard; and the right of the individual to participate in decision making.

Definitions

Chair: The presiding officer of a meeting, regardless of office held.

President: The officer of the Board who usually chairs the meetings.

Committees: Committees are either provided for in the bylaws (Standing Committees) or appointed for a special purpose (Ad Hoc Committees). Their powers are limited to those specifically given them by the bylaws or by direction of the board. They report to the board and are not authorized to act on their own in the name of the library. Committee members are not limited to members of the governing board, but may include library staff, members of the Friends of the Library chapter, and/or citizens with skills and knowledge to contribute.

Debate: Debate is any spoken comment on the merits of a pending motion, whether or not a clear preference for or against the motion is expressed. Merely asking a question is not considered debate.

Floor: The position of persons other than the presiding officer of the right to have the attention of the group. Thus, when a motion is “on the floor,” it is the topic to which the group should direct its attention. When a member “has the floor,” he/she has the opportunity to speak and should be given attention.

Meeting: An official gathering of members in one place to transact business for a period during which there is no interruption longer than a recess.

Member: A person duly appointed to the board, with the right to full participation, including the right to vote.

Motion: A formal proposal by a member of the meeting in an open meeting, with a quorum present, that the board take certain action. The proposal is formal in that it has prescribed wording; it is also formal in that it is not casual. The motion must be made by a member, not a guest. [“Guest” includes both the library director and the regional librarian.] The motion must occur in the context of a meeting, not before or after or otherwise apart from a meeting.

Question: When a member calls for the question, he/she is informally calling for a vote on a motion.

Session: One or more connected meetings transacting a single order of business.

Table: The “desk”—and, by extension, the care—of the secretary. “Laying on the table” or simply “table” means entrusting to the care of the secretary.

Officers of the Board

Officers of the board have additional, specifically defined duties listed in the Kentucky Public Library Trustee Manual, but only for the purpose of conducting meetings. Those duties are:

President: presides at or chairs the meetings. The title president is assigned by law. The president chairsthe meetings. While s/he may be referred to as the Chair, it is correct usage only to describe the function of presiding over the meetings.

Vice-President: acts in the place of the president when necessary and presides at meetings when the president temporarily vacates the chair. If the president is going to be absent from a meeting, the vice-president will preside and the president cannot appoint someone else.

Secretary: is the legally recognized recording office, though in practice taking minutes may be delegated to someone else (such as an administrative assistant to the director). The secretary signs the minutes, but should not use the expression “respectfully submitted.” When the minutes have been approved, the secretary should so note on them; if they are approved with corrections, the corrections should be made. The secretary is the legal custodian of the minutes.

In the absence of both the president and vice-president, the secretary conducts an election of a chair pro tem to preside temporarily.

In the absence of the secretary, a secretary pro tem should be elected.

Treasurer: is responsible for the library funds and keeping the board informed of all financial matters by monthly financial reports. The specific duties of the treasurer vary from library to library, but all must be bonded according to statute.

Motions

Business is conducted by acting on motions. A subject is introduced by a main motion and once this has been seconded and stated by the presiding officer, nothing else may be taken up until it is disposed of. Long and complicated motions should be submitted in writing, but must still follow the process above. The main motion requires a second, may be debated, may be amended, and requires a majority vote to pass. Making a motion or seconding a motion does not necessarily mean endorsement of the motion; it is merely allowing an opportunity for discussion to proceed.

While the main motion is being considered, other parliamentary motions, which affect either the main motion or the general conduct of the meeting, may be made. Those most frequently used are briefly described below in their most basic context; there are numerous exceptions and modifications according to Robert, but not to Bob. A chart follows for ready reference regarding these basic motions.

Amend: used when a trustee wishes to change, add, or omit words in the main motion. The motion to amend requires a second, may be debated, may have an amendment (second amendment) itself, and requires a majority vote.

Postpone: used to delay a motion until a more suitable time, until other decisions have been made or until more information is available. The motion to postpone must include a specific, future time for reconsideration. This motion requires a second, may be debated, may be amended, and requires a majority vote.

Lay on the Table or Table: used to temporarily lay aside action on the motion. This motion requires a second, may not be debated, may not be amended, and requires a majority vote.

Close Debate: used to end debate that has become lengthy or repetitious. This motion requires a second, may not be debated, may not be amended, and requires a 2/3 vote [4 of a 5 member board].

Kill the Motion or Postpone Indefinitely: used to remove the main motion from consideration without a direct vote on it. It is most likely to be used to dispose of motions on which the board feels it is prudent to avoid a direct vote. This motion requires a second, may be debated, may not be amended, and requires a majority vote.

Make Follow the Agenda (Orders of the Day): used to urge compliance with the adopted agenda, including times set for discussion of an item of business, if applicable. This motion does not require a second, may not be debated, may not be amended, and is a demand that must be automatically obeyed unless the rules in question have been suspended by a 2/3 vote of the board.

Take a Break or Recess: used to temporarily stop the meeting for a short period of time (cannot be overnight) without officially closing it. After a recess, the meeting is resumed at the point where it was interrupted. This motion requires a second, may not be debated, may be amended, and requires a majority vote.

Close Meeting or Adjourn: used to end the meeting. If there is a time set for adjournment and it is reached without further business on the agenda, the presiding officer may declare the meeting adjourned without a formal motion. A board member may move to adjourn the meeting at any time except when a speaker has the floor or a vote is in process. If the motion carries, the meeting is immediately adjourned. This motion requires a second, may not be debated, may not be amended, and requires a majority vote.

The following motions are considered incidental motions and are not bound to an order of precedence. They arise incidentally and are decided immediately.

Point of Order: used to enforce rules of procedure anytime a member of the board feels they are not being followed. The member says, “Point of order,” and the presiding officer says “State your point of order.” Upon hearing it, the presiding officer may say, “Your point is well taken” to “Your point is not well taken.” This action does not require a second, may not be debated, may not be amended, and does not require a vote.

Divide Motion: used to break complicated motions into two or more separate motions. The motion must include precisely how the division must be made. Any other member wishing to change the proposed way of dividing the motion may do so by amendment. This motion requires a second, may not be debated, may be amended, and requires a majority vote.

Request for Information or Point of Information: used when a member wishes to be given more information on the matter under discussion. The presiding officer responds to the question or refers it to the proper person. This action does not require a second, may not be debated, may not be amended, and does not require a vote.

Reconsider: used to allow the board to consider again a motion on which a vote has been taken during that meeting. This motion must be made by someone from the prevailing side of the previous vote. A motion can be reconsidered only once. The first vote is on whether the motion should be reconsidered; the second vote is on the motion itself. This motion requires a second, may or may not be debated depending upon other considerations, may not be amended, and requires a majority vote.

Rescind or Annul: used to cancel a previously adopted main motion. It cannot be applied to a main motion that has been executed in its entirety or to any parts already executed. This motion requires a second, may be debated, may be amended, and requires a 2/3 vote or a majority vote with previous notice.

Debating the Motion

The presiding officer opens debate, on a debatable motion, by restating it and saying, “Are you ready for the question?” This is simply an invitation to discuss the issue and not a call for the vote.

The member making the motion speaks first. The presiding officer asks for a rebuttal. All members wishing to speak about the motion receive the opportunity to speak before any one member speaks for a second time. The maker of the motion, though he/she can vote against it, cannot speak against it during debate.

Decorum must be observed at all times during debate. It is the issues that are in question, not the motives or integrity of the individual members.

Debate can be ended by the motion to order the previous question, close debate, that debate cease, or other such words. Some motions have the effect of suspending debate even though that may not be their primary purpose—tabling discussion, for example.

Main Motions are listed in order of precedence. A motion can be introduced if it is higher on the chart than the pending motion.

Purpose:	You Say:	Second?	Debate?	Amend?	Vote?
Close meeting (adjourn)	I move to adjourn	Yes	No	No	Majority
Take a break	I move to recess for …	Yes	No	Yes	Majority
Make follow the agenda	I call for orders of the day	No	No	No	None
Put aside temporarily	I move to lay the question on the table	Yes	No	No	Majority
Close debate (call for vote)	I move the previous question	Yes	No	No	2/3
Limit or extend debate	I move that debate be limited to …	Yes	No	Yes	2/3
Postpone to a certain time	I move to postpone the motion to …	Yes	Yes	Yes	Majority
Refer to committee	I move to refer the motion to …	Yes	Yes	Yes	Majority
Change wording for motion	I move to amend the motion by …	Yes	Yes	Yes	Majority
Kill main motion	I move that the motion be postponed indefinitely	Yes	Yes	No	Majority
Make a motion (bring business before the board)	I move that [or]I move to	Yes	Yes	Yes	Majority

Incidental Motions have no order of precedence and are decided immediately.

Purpose:	You Say:	Second?	Debate?	Amend?	Vote?
Enforce rules	Point of order	No	No	No	None
Divide motion into two or more parts	I move to divide the question	Yes	No	Yes	Majority
Request for information about the process or the particular motion	Point of information	No	No	No	None
Take matter from table	I move to take from the table …	Yes	No	No	Majority
Cancel previous action (rescind)	I move to rescind …	Yes	Yes	Yes	2/3 [or] Majority with notice
Reconsider motion	I move to reconsider	Yes	Varies	No	Majority

Voting

All votes of the library board must be done in open meetings with a quorum present. No member is allowed to explain his/her vote during the voting process; such an explanation is debate and should have been offered prior to the vote. A member must be present to vote, but need not have been present during the debate. Unless otherwise prescribed by the bylaws, the board may vote by any of the following methods.

General Consent avoids a formal vote on routine matter where there is no opposition. The presiding officer says, ‘”If there are no objections (pause) …” and declares the decision made. This is typically used for agenda, minutes, financial reports, etc.

Voice Vote, saying “aye” (yes) or “nay” (no), is the most common method used but should be avoided where more than a majority is needed.

Show of Hands is a good alternative in small groups; Standing for larger ones.

Roll Call Vote is used if the presiding officer is unsure of the result or a member requests it. The presiding officer calls each member’s name, recording a response of “yes” or “no.” Upon completion of the roll call, the presiding officer reads aloud the names of those who answered in the affirmative and those in the negative, so that mistakes may be corrected. The minutes must record the names of all voting in the affirmative and in the negative. The presiding officer need only vote to break a tie.

Ballot voting is used only when required by the bylaws or when the board orders the vote to be taken by ballot. The typical procedure is to issue slips of paper upon which each member, including the presiding officer, writes his/her vote. The votes are then collected, counted, and announced.

Any vote taken should indicate whether it was unanimous (all present voting the same result) or, if a split vote, each member’s name recorded with his/her vote. The results of a vote are recorded in the meeting minutes.

Abstaining rather than voting “yes” or “no” on a motion should be a rare occurrence. Trustees are appointed to express an opinion on the issues and abstaining expresses no opinion. If an abstention creates a tie vote, the motion fails to pass.

Bylaws of the Board of Trustees