STAGE 62 By-Laws as of January, 2015
ARTICLE I - NAME
The name of this corporation shall be Stage 62.
ARTICLE II - PURPOSE
To unite the community in the joy of producing the highest quality theatre for all ages.
ARTICLE III - MEMBERSHIP
Section 1. Membership shall be open to any person 18 years of age or older (or a high school graduate if this should come first) from any area wishing to affiliate himself with the corporation and pay the requisite dues.
Section 2. Anyone who is a member at the time of casting shall be eligible for a part in that production. Any person who is cast or works in any phase of a production must assume one of two types of membership:
Full membership: such persons shall have full voting rights in the corporation and receive all other rights and benefits.
Associate membership: such persons shall receive certain benefits such as inclusion on mailing lists, receipt of newsletters and other correspondence, and eligibility for a part in a production. Such persons do not have voting rights and are not counted in determining a quorum. Those persons who are ineligible because of age for Full membership may become Associate members.
Dues for membership shall be determined by the Board of Directors. Dues for Associate membership shall be less than that for Full membership, in an amount that would cover nominal costs such as postage.
All references hereinafter to "members" shall be construed to mean Full members. In particular, only Full members shall be eligible to hold office.
ARTICLE IV - DUES
Section 1. The annual dues shall become due upon the beginning of the new fiscal year.
Section 2. Members admitted to the corporation at any time during the year shall pay the full year's dues for the year in which they are admitted.
ARTICLE V - BOARD OF DIRECTORS
Section 1. Management. The management of the corporation shall be vested in a Board of Directors.
Section 2. Membership. The Board of Directors shall consist of the officers of the corporation as defined in Article VI, Section I. Said officers shall be elected in accordance with the requirements hereinafter set forth. All directors shall hold office until their successors are duly chosen and qualified.
Section 3. Vacancies. Vacancies in the Board of Directors shall be filled for their unexpired terms by the affirmative vote of a majority of the members of the corporation in attendance at a meeting of the general membership called for that purpose.
Section 4. Meetings. Regular meetings of the Board of Directors shall be held Sunday of the week preceding or within two weeks of the regular meeting of the corporation each month. Special meetings of the Board of Directors may be called at any time by the President, or in his absence, by the Vice President, or upon written request of two Directors.
Section 5. Notice of Meetings. Notice of all special meetings of the Board of Directors shall be given by the Secretary to each Director at least 24 hours prior to such meetings. At the same time, the Secretary shall advise each Director the general purpose of each special meeting.
Section 6. Quorum. A majority (or in the case of an even number of Directors on the Board, one-half of the membership shall be defined as a majority) of the Board of Directors in office shall constitute a quorum for the transaction of business by the Board, and the acts of a majority of Board of Directors present at a meeting at which a quorum is present shall, except as provided by Section 3 of Article VII, constitute the acts of the Board of Directors.
ARTICLE VI - OFFICERS AND THEIR ELECTION
Section 1. Officers.
- President. The President shall be the chief executive officer of this organization; shall preside at all meetings of the general membership and the Board of Directors and the Executive Committee; shall execute all bonds, mortgages, contracts, etc., of this corporation; shall have general superintendence and direction of all the elected officers and see that their duties are properly performed; and shall have all other powers and duties and responsibilities usually vested in the office of president. The President shall hold office for one year and may succeed himself in office for one term only. The President shall appoint all committee chairmen not specifically outlined in the duties of the Vice President, namely: Business Manager, Callboard Editor, Liaison Agent, Parliamentarian/Historian, Playreading, and Public Relations.
- Vice President. The Vice President shall assume the duties of the President in his absence or incapacity. The Vice President shall also be responsible for Membership, and coordination of the work of the Patron Committee and shall appoint chairmen for each of these committees. The Vice President shall hold office for one year.
- Secretary. The Secretary shall record minutes of all meetings, including those of the general membership, the Board of Directors and the Executive Committee; attend to correspondence in the corporation's name; keep proper records of minutes and correspondence in an organized manner for future reference and historical purposes, and perform all other usual duties of a secretary. The Secretary shall be responsible for receiving messages from and recording messages to the Stage 62 phone; check phone messages at least once per week throughout the year; forward messages to the intended persons; and direct the current production box office manager to check phone messages at least once per day during dates designated by the Board for each production. The Secretary shall hold office for one year.
- Treasurer. The Treasurer shall maintain adequate financial records; shall pay expenses on order of the Board of Directors with the approval of the Executive Committee; and shall prepare a written financial statement for presentation to the general membership of the corporation at the annual meeting. The Treasurer shall hold office for one year. All financial records of the corporation shall be audited by a qualified person or persons appointed by the Executive Committee annually. The Treasurer will file all annual tax returns and forms (ex. 1099, 990, etc.) as required by law.
- Vice President in Charge of Properties. The Properties Vice President will be responsible for the inventory, and will control use, in Stage 62 productions and rental or use by groups other than Stage 62 of all costumes, scenery, lighting and other equipment germane to theatre production. Policy for use of properties shall be determined by the Executive Board. The Properties Vice President oversees the work of the following Managing Directors: Technical Director, Properties Manager, Costume Manager, and Master Electrician.
Section 2. Nominations. Nominations for each of the above offices shall be presented at the regular business meeting in April of each year by a nominating committee of five members previously appointed by the president. Nominations may also be made from the floor. Permission shall be received from each proposed candidate before presenting his name in nomination.
To be nominated and elected as an officer of Stage 62, a nominee must:
- Be a full voting member for two successive years, including the present year.
- (i.) Have participated in four (4) of the last six (6) shows; in such a way as to justify having his name in the show program –or- (ii) Served on the Board or on a standing committee (e.g. Playreading) for two (2) successive years, including the present year.
Section 3. Elections. Election of officers for the succeeding fiscal year shall be held each year at the regular business meeting in May. The person receiving the most votes for each office shall be the one considered duly elected thereto.
Section 4. Installation of Officers. All officers having been elected at the May meeting shall be installed and officially take office at the December meeting of the Board of Directors.
ARTICLE VII - MEETINGS OF THE MEMBERSHIP
Section 1. Annual Meeting. The annual meeting of the members of the corporation shall be the September meeting of each year held at a time and place determined by the Board of Directors and approved by the Executive Committee. Five (5) days prior notice of the annual meeting shall be given to the members of the corporation by the Secretary.
Section 2. Regular Meetings. Regular meetings of the members of the corporation shall be held four times per year, namely December, February, April and May, at a time and place designated by the President. Five (5) days prior notice of any regular meeting shall be given to the members of the corporation by the secretary.
Section 3. Special meetings. Special meetings of the members of the corporation may be called by the President or a majority vote of the Executive Committee, or on petition of any ten (10) members of the corporation presented to the Secretary. Two (2) days prior notice of any special meeting shall be given to the members of the corporation setting forth briefly the purpose of such special meeting.
Section 4. Quorum. A quorum for any meeting shall consist of one third (34%) of the membership of record.
ARTICLE VIII - COMMITTEES
Section 1. Standing Committees.
- Executive Committee. The President, Vice President, Secretary, Treasurer, Properties Vice President, Liaison Agent, Public Relations Chairman, Advertising Chairman, Playreading Chairman, Business Manager, Parliamentarian/Historian, Patron Chairman, Callboard Editor, Membership Chairman, the current producer, and the following Managing Directors: House Manager, Costume Manager, Properties Manager, Technical Director, and Master Electrician shall constitute the Executive Committee. The immediate Past President shall be an ex-officio member of the committee. This committee shall meet at least once each month. The Executive Committee shall have further power to direct the Board of Directors to advance money and make or authorize purchases necessary to the theatrical productions of the corporation. The Executive Committee shall also make recommendations to the membership of the corporation on policy, procedures, etc. Each member of the Executive Committee shall have one vote. If all of the Directors, in conjunction with Executive members of the committee, severally or collectively, consent in writing to any action to be taken by the corporation, such action shall be as valid a corporate action as though it had been authorized at a meeting of the Board of Directors.
- Liaison Agent. The Liaison Agent shall make all arrangements with the facility representative of the lessor for use of facilities for regular meetings, rehearsals and productions. The Liaison Agent shall be appointed by the President from the membership and shall hold office for one year.
- Public Relations Committee. This committee shall be responsible for all publicity, both internal and external. The committee shall be responsible for Stage 62 announcements for the year. The chairman shall be appointed annually by the President.
- Membership Committee. This committee shall be responsible for collecting of dues and issuing of proper receipts. The chairman shall be appointed annually by the Vice President with the approval of the President. This committee shall also be responsible for compiling and issuing an annual directory of members. This committee shall be responsible for providing a current list of members prior to any vote of the general membership, including election of officers and election of shows.
- Playreading Committee. This committee shall consist of, at most, seven (7) members to be chosen as follows: Five (5) members are to be appointed by the President. These five consist of: One person who has produced a Stage 62 production; one person who has directed a Stage 62 production; one person who has been technical director on a Stage 62 production; one person who has or is serving as Business Manager or Treasurer for Stage 62; and one person at large (preferably with good knowledge or background on plays.) Two (2) member are to be elected from the general membership from interested volunteers.
- The committee shall be formed at the September meeting. The general membership will decide on the number of productions for the following year. The committee will choose the production upon a majority vote of the committee members. The committee will take upon itself the responsibility to cover with surrounding theatre groups their selections and production dates. This committee will report their selections for the next season no later than the April meeting. Play selections may be formally presented and voted upon at the May meeting. The Playreading Committee must provide at least one alternative to each production to be voted upon by the general membership. The chairman of the Playreading Committee is appointed by the President.
- Parliamentarian/Historian. The Parliamentarian/Historian shall be appointed annually by the President and will be responsible for keeping a scrapbook of the activities of the corporation. The Public Relations committee shall turn over to the Parliamentarian/Historian such materials as shall be needed to fulfill these duties. The Parliamentarian/Historian will also be responsible for guiding the membership in parliamentary matters according to Roberts Rules of Order Revised.
- Patron Committee. This committee shall have the responsibility of organizing and conducting the annual patron drive and shall be responsible for all other matters pertaining to patrons. This committee shall handle the sale and distribution of tickets in cooperation with the Business Manager and the current producer. The chairman of this committee shall be appointed annually by the Vice President, with the approval of the President.
- Business Manager. The Business Manager shall be responsible for the control and accounting of all financial matters associated with the productions. Income responsibilities include: coordination with Patron Chairman on the patron drive and sale and distribution of tickets; billing the advertisers and distributing to them copies of the programs. Expense responsibilities include: assisting the producer in preparing the production budget; approving all production expenses, both payment of invoices and requests for advances to production crew heads; maintaining a detailed record of production expenses, including distribution by type of expense.
- Callboard Editor. The Callboard Editor is responsible for writing, printing, and mailing the group's newsletter known as the Callboard to all members. The items to be included in the newsletter are determined by the Editor with the approval of the President. The Callboard Editor is appointed annually by the President.
- Managing Directors. Managing Directors shall be voting members of the Executive Committee, selected by the President, with a term of one year, renewable annually at the manager's discretion. Managing Directors have the responsibility to recommend and educate the persons selected to cover their area for any given show, and shall have authority to make decisions on the areas under their jurisdiction as follows:
- House Manager. The House Manager shall be responsible for the management of all areas forward from the proscenium.
- Technical Director. The Technical Director shall have overall responsibility for sound, lights, construction, gallery, and any other technical aspects of production.
- Properties Manager. The Properties Manager shall be responsible for maintaining inventory of props and is ultimately responsible for managing the process of acquiring materials from and loaning materials to other companies.
- Costume Mistress. The Costume Mistress shall be responsible for maintaining inventory of costumes and is ultimately responsible for managing the process of acquiring materials from and loaning materials to other companies.
- Master Electrician. The Master Electrician shall be responsible for the care and management of all lighting equipment, and is ultimately responsible for managing the process of acquiring materials from and loaning materials to other companies.
Section 2. Production Crews.
General Organization. The production crew for each production shall consist of the following staff heads: producer, director, stage manager, technical director, house manager, publicity director, cast party chairman, program chairman, makeup, costumes, set design, scenery construction and painting, lights, sound, and properties.
- Producer. The producer shall be appointed by the executive committee prior to each production. The producer shall have complete executive responsibility for the production, including budget, appointing the technical director, house manager, program chairman, setting up the production schedules and seeing that all departments, including the director and stage manager, maintain their schedules.
- Director. The director shall be appointed by the executive committee prior to each production from a list of qualified personnel. The director shall have esthetic responsibilities for the production which said director shall cast and rehearse. The director shall approve all designs and staging and any other items deemed necessary to the esthetic or interpretive qualities of the production. The director appoints the stage manager and, in the case of a musical, the musical director and choreographer with the approval of the producer. The director shall also be responsible to the producer for executive functions of the production.
- Stage Manager. The stage manager shall be appointed by the director with the producer's approval. The stage manager shall be directly responsible to the director, is the executive assistant to the director, and shall have responsibility for the hand properties, makeup, and wardrobe crews. The stage manager shall maintain the prompt book with all blocking and director's notes, shall attend all rehearsals, and shall have complete responsibility for the stage during technical and dress rehearsals and all performances. The stage manager may appoint such assistant stage managers as shall be deemed necessary.
- Technical Director. The technical director shall be appointed by the producer and shall be directly responsible to said producer. The technical director is responsible for the realization of the design of the show, the maintenance of all stage equipment, the purchase of stage supplies and responsible for the following crews: set, design, construction and painting, lighting, sound and set properties. During technical and dress rehearsal and all performances, the technical director will report directly to the stage manager.
- Production House Manager. The production house manager shall be appointed by the producer. The production house manager shall be responsible for the ushers, house, cloak room and lobby display, and shall report directly to the producer.
- Publicity Director. The publicity director shall be appointed by the chairman of the public relations committee and shall be responsible for all publicity, press releases, posters, television and radio spots, photographic services and all other types of publicity employed. The publicity director shall be directly responsible to the producer.
ARTICLE IX - CORPORATE SEAL
Section 1. The corporation may have a seal of such design as the Board of Directors may adopt.
ARTICLE X - RIGHTS OF MEMBERS
Section 1. The books, accounts and other records of this corporation shall be available for inspection by any member at any regular meeting of the corporation.
Section 2. The powers not delegated by these By-Laws to the Board of Directors, Executive Committee, officers or committee chairmen, nor prohibited by them to the members, are reserved to the members.
ARTICLE XI - MISCELLANEOUS
Section 1. Checks, Notes, etc. All checks or demands for money or notes of the corporation shall be signed by two (2) such officers as the Board of Directors with the approval of the Executive Committee may, from time to time, designate.
Section 2. Fiscal Year. The fiscal year of the corporation shall be the period from January 1 of each calendar year until December 31 of the same calendar year.
Section 3. Parliamentary Order. "Robert's Rules of Order Revised" shall govern this corporation in all cases to which they are applicable and in which they are not inconsistent with these by-laws.
Section 4. Power to Borrow or Loan, etc. The power, in furtherance of specific objects and purposes of this corporation to borrow, loan, or purchase, sell, mortgage, lease, or otherwise dispose of any real estate or personal property, and to secure any obligations by mortgage, pledge or deed of trust, or other instruments in writing, shall be vested in the officers and Executive Committee of this corporation only upon the affirmative vote of a majority of the members of the corporation present at a regular or special meeting duly convened upon proper notice.
Section 5. Corporate Records. There shall be kept at the registered office of the corporation an original or duplicate record of the proceedings of the members and of the Board of Directors, and the original or a copy of the Articles of Incorporation and the original or a copy of these By-Laws, including all amendments or alterations thereto, certified by the secretary of this corporation. A register shall also be kept at the registered office listing the names and addresses of the members. Copies of the annual financial records including annual financial statements, final show financial reports, audit, 1099's and annual 990's shall also be kept at the registered office for at least 7 (seven) years.
ARTICLE XII - AMENDMENTS
Section 1. Changes to these By-Laws shall be made by:
Publishing the proposed amendment(s) in the Stage 62 newsletter (or if necessary, in a special mailing to the membership), and
Presenting it at the next general meeting. Absentee votes will be taken prior to the general meeting via FAX, mail, or e-mail by the secretary, with the final tally to be taken at that general meeting.
Section 2. The adoption of any amendments shall require the affirmative vote of two-thirds (2/3) of the members voting. Said amendment shall be effective immediately upon adoption.
ARTICLE XIII - DISSOLUTIONMENT
Section 1. In the event of the dissolutionment of this corporation the then-existing membership shall donate the assets and properties of Stage 62 to another community group of the performing arts within two (2) years of the date of dissolutionment.
Note: This copy of the By-Laws is a definitive compilation of revisions and changes made to the original By-Laws. It has been reorganized to provide Stage 62 members with easy access to the rules and regulations by which this group is governed. The original By-Laws along with subsequent revisions can be found in the Secretary's minutes.