THE ASSOCIATION OF COMMUNITY THEATRE (ACT) OF GREATER CINCINNATI, INC.
CODE OF REGULATIONS
ARTICLE I
Name
The name of the organization shall be The Association of Community Theatre (ACT) of Greater Cincinnati, Inc.
ARTICLE II
Purpose
The purpose of The Association of Community Theatre of Greater Cincinnati, Inc. is to encourage continued growth and development of quality community theatre in the greater Cincinnati area.
Said organization is organized exclusively for charitable, educational purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c) (3)of the Internal Revenue Code, or corresponding section of any future federal tax code.
ARTICLE III
Meetings
1. General Meeting
There will be a general meeting on the 4th Tuesday of every month except for the months of July, August and December. Note: The June meeting takes place the Tuesday following the ACT convention.
2. Annual Meeting
The annual meeting for the election of Board members, and the transaction of other business matters shall be on the fourth Tuesday in May of each year. The Executive Board will have the authority to set an alternate date if needed.
3. Notice of Meetings
Written or electronic notice of the meeting schedule shall be given to the members by the Secretary at the first meeting of the fiscal year. When a change or an addition to the meeting schedule is deemed necessary by the Executive Board, a written/electronic notice must be made at least 20 days in advance of that meeting.
4. Member Group Representatives
Member groups shall be represented at all meetings by their selected representatives and/or alternates.
5. Quorum
A quorum shall consist of a simple majority of the member group representatives.
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ARTICLE IV
Meeting Structure
1. Meeting Structure
All meetings are chaired by the President. In the President’s absence, the meeting will be presided over by the First Vice President. If both are absent, the Second Vice President will preside. If all of these officers are absent, the members may choose a presiding officer from the Executive Board members present. All meetings will be conducted using Robert’s Rules of Order. The chair may set a time limit on debate, but may be overruled by a simple majority of the members present. Any decision made in a given meeting may not be called to question at any subsequent meeting due to procedural errors.
ARTICLE V
Membership
1. Eligibility for membership
Membership is open to all non-professional, organized theatre groups, meeting membership qualifications.
2. Qualifications
A membership application shall be submitted to the Membership Chairman. Criteria for membership shall be:
- Having eligibility for non-profit, non-equity organizational status
- Having been in existence for at least one year
- Having produced at least one full-length, published play or musical.
- Having at least 15 active members.
- Having completed an application form to document the qualifications listed above as well as any additional information considered pertinent by the Membership Committee.
- Having been recommended for acceptance by the Membership Committee at a general meeting and approved by a majority vote of the members.
- Having as a general policy, holding auditions which are open to the public.
If a decision must be made by polling the absent members, notification of the result of the polling shall be made to the membership at the following general meeting.
3. Representatives – Voting
All Executive Board Members and each member group should have one vote. The President will refrain from voting unless there is a tie.
If neither the group’s representative nor the alternate is present, the group’s vote may be cast by another delegated individual provided that:
- The Secretary has been notified in advance either verbally or in writing.
- The person is not serving as a voting representative for another member group at the meeting.
- The person is not a member of the Executive Board
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ARTICLE V
Membership
(Continued)
4. Termination of Membership
Any member group may voluntarily withdraw from the membership at any time. Any member group missing three consecutive meetings or a total of five for the year may be subject to expulsion. Such expulsion is effected by a majority vote of the quorum present at any meeting thereafter. The secretary shall send written notice warning the member of its possible expulsion after the third absence.
ARTICLE VI
Dues
The annual dues of this corporation shall be as established by a vote of the majority of the members present at the Februarymeeting. The set amount shall be payable at or before the first meeting of the subsequent new year. Dues of new members are payable upon the approval of the membership and shall be retroactive to the beginning of the fiscal year. Payment of these dues places new members in good standing entitling them to all the rights and privileges attached thereto.
ARTICLE VII
Trustees/Executive Board
1. Election of Trustees/Executive Board
Elections shall take place at the annual meeting. Those individuals nominated in advance shall be presented and additional nominations shall be accepted from the floor.
2. Duration of Term
The Trustees shall begin their term at the end of the last meeting of the fiscal year and shall serve for a period of one fiscal year. No trustee may serve more thanthree consecutive one year terms in any one office. No member may be a trustee for more than six consecutive years. Re-election may be sought after a one-year hiatus.
A trustee’s term of office may be extended by one (1) year if:
- there is a specific project that requires continuity to complete;
- the extension is recommended by the nominating committee; and
- the extension is approved by a two-thirds majority of the members in attendance at a regularly-scheduled meeting.
In this instance only, a trustee may serve a maximum of seven (7) consecutive years on the Board, in two (2) or more positions, before being required to sit off for a year.
3. Structure of the Executive Board
The Executive Board consisting of nine members shall sit as Trustees of the Corporation. There shall be nine members. The ACT trustees, as a group, shall have the same decision making powers as the membership between regular meetings. All decisions must be reviewed at the next general meeting and may be overturned by a simple majority of those voting members present.
The ACT Trustees will hold the following offices:
- President
- First Vice President – Convention
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- Second Vice President – Judging
- Secretary
- Treasurer
- Scholarship Chair
- Publicity Chair
- Awards Chair
- Librarian/Historian (appointed position)
ARTICLE VII
Trustees/Executive Board
(Continued)
Because of the complexities of the adjudication program, a candidate for the position of Second Vice President shall be limited to the following in sequence:
1.Judging assistant within the previous two (2) years
2.Former Second Vice President (if no applicable judging assistant is available)
3.Former ACT President (if no former Second Vice President is available)
4.If still no candidate is available, then a candidate with the necessary communication, organizational, and managerial skills will be acceptable.
4. Executive Board Meetings
The Executive Board shall meet as often as the President deems necessary. A two-thirds majority of the board may also call a meeting. Non-Board members (such as the Southwest OCTA representatives) may be invited to attend in a non-voting capacity.
5. Vacancies
In case of a vacancy on the board, the Executive Board shall appoint a new board member to finish the unexpired term.
6. Removal
In the event an Executive Board member fails to adequately perform the duties of the office, the president with the approval of the majority of Executive board shall replace the Trustee. In the event a Trustee has three consecutive absences, or a total of five for the year, from general meetings, said Trustee may be removed. Removal for absences from meetings as previously described shall be subject to reversal by two-thirds of the members. The Secretary shall send written notice warning the Board member of possibility of expulsion after the third absence.
ARTICLE VIII
Standing Committees
The following Standing Committees shall be appointed by the President, and are subject to the approval of a majority vote of the members present:
- Librarian/Historian
- Membership
This committee shall consist of three representatives, who are from different member groups. The responsibilities include the processing of application and recruitment of potential groups as directed by the membership body.
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- Nominating
This committee shall consist of five members. Two shall be appointed by the President – at least one of whom shall be a trustee. Three shall be elected by themembership, two meetings prior to the annual meeting. The President shall appoint the chairperson. The committee shall present a ballot of candidates one meeting prior to the annual meeting. This ballot shall be sentto all the representatives within one week of its presentation at the meeting.
ARTICLE VIII
Standing Committees
(Continued)
- LongRange Judging
There will be an ongoing Long Range Judging Committee appointed annually to review the judging process and make recommended changes as deemed necessary (see By-Laws).
- Ad Hoc
As the need arises, committees may be formed with a majority vote of the members present, or between meetings by the Executive Board. Any extraordinary action taken by the committee must be approved by the membership at the next general meeting.
ARTICLE IX
Amendment
An affirmative vote by a two-thirds majority of the members shall be necessary to amend, repeal, or replace the Code of Regulations. Such amendments to repeal or replace must be submitted to the Executive Board, and the membership must havewritten orelectronic noticeof the proposal by the Executive Board at least one month prior to voting.
ARTICLE X
Fiscal Year
The fiscal year shall extend from August 1st to July 31st.
ARTICLE XI
By-Laws
Each month the ACT Secretary will assemble an ongoing list of the by-law changes as needed and put them in the minutes. At the end of the year, the entire ACT by-laws document will be updated with the changes and prepared for distribution at the first meeting of the fiscal year along with the Code of Regulations. Any law may be changed, altered, or set aside by a simple majority of those voting members present at a general meeting. No prior notice is necessary.
This Code of Regulations shall become effective on the date approved by the members, which date is subscribed hereto along with the signatures of the Executive Board.
Signed this ______day of ______, 2009
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