THE PLAYHOUSE OF FULTON COUNTY, INC.
PREAMBLE
The name of this organization shall be THE PLAYHOUSE OF FULTON COUNTY, INC. organized as a Not-for-Profit corporation under laws of the State of Illinois, and hereafter, in this document, referred to as THE PLAYHOUSE.
THE PLAYHOUSE is an independent organization of citizens of an unrestricted area of the community who intend, by providing opportunity for participation in and exposure to the theater arts, to establish an outlet for existing talent while also attempting to enrich the cultural experience of the community.
THE PLAYHOUSE will encourage freedom in selection of material and its usage avoiding vehicles which pointlessly profane, degrade or ridicule any race, religion or individual. Use of make-up to represent a race will be avoided when a member of that race is available and qualifies. It is the sincere intention of THE PLAYHOUSE that all productions reflect a desire to maintain high moral and ethical standards.
BY-LAWS
ARTICLE I. OFFICES
The registered office of the Corporation required by the General Not-for-Profit Corporation Act to be maintained in the State of Illinois, may be any place within Fulton County and shall be the same as the address of the registered agent, which agent and office address may be changed from time to time by the Board of Directors.
ARTICLE II. MEMBERSHIP
SECTION 1. Membership in the Corporation shall be determined by the Board of Directors and shall be open to all persons interested in promoting and sustaining the theater arts who have given service or purchased memberships, classified as follows:
CHARTER MEMBERS are those individuals who made up the original nucleus
of the organization which is THE PLAYHOUSE.
HONORARY MEMBERSHIPS may be bestowed on individuals under
circumstances in which they can no longer participate or whose long and
outstanding service to THE PLAYHOUSE as a participating member warrants
such an award by the Board of Directors.
SUSTAINING PATRONS are those individuals who have contributed to THE
PLAYHOUSE through purchase of memberships in categories determined by
the Board of Directors.
PARTICIPATING MEMBERS are those individuals who have given service in
productions of THE PLAYHOUSE in any of the following ways:
a)By playing any role in PLAYHOUSE productions during the season;
b)By contributing more than 15 hours to the presentation of any
PLAYHOUSE production in the last calendar year, which time may be either at the theater or in any other effort for the benefit of PLAYHOUSE productions.
SECTION 2. ANNUAL MEETING. The date of the annual meeting of the membership, for the purpose of electing directors and transacting other business which may come before the members, shall be determined by the Board of Directors who shall set a date following the close of the production season but, in no case, later than the 31st day of October.
SECTION 3. NOTICE OF MEETINGS. Written or printed notice stating the place, day and hour of the meeting and, in the case of a special meeting, the purpose or purposes for which the meeting was called, shall be delivered not less than ten or more than forty days before the date of the meeting, either personally or by mail, to each member of record entitled to vote at such a meeting. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail, addressed to the member at his/her address as it appears on the records of the Corporation, with postage thereon prepaid.
ARTICLES III. BOARD OF DIRECTORS
SECTION 1. GENERAL POWERS. The business and affairs of THE PLAYHOUSE shall be managed by its Board of Directors.
SECTION 2. NUMBER, TENURE AND QUALIFICATIONS. The number of Directors shall be twelve. Each director shall hold office for a term of three years, or until his/her successor shall have been elected and qualified. The immediate past president whose term as a director has expired shall serve for one year in an ex-officio capacity. Members of the Board of Directors must be participating members of THE PLAYHOUSE.
SECTION 3. REGULAR MEETINGS. A regular meeting of the Board of Directors shall be held, without other notice than this by-law, immediately after and at the same place as the annual meeting of members. The Board of directors may provide by resolution the time and place for holding additional regular Board meetings without other notice than such resolution. If a member of the Board of Directors fails to attend regular meetings of the Board for three (3) consecutive meetings, his office may be declared vacant by a vote of the Board of Directors.
SECTION 4. QUORUM. A majority of the number of directors fixed by these by-laws shall constitute a quorum for transaction of business at any meeting of the Board of Directors, providing that if less than a majority of such number of directors are present at said meeting, a majority of the directors present may adjourn the meeting from time to time without further notice.
SECTION 5. MANNER OF ACTING. The act of the majority of directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.
SECTION 6. VACANCIES. The president may fill vacancies which occur on the Board by appointments which must be approved by the Board of Directors.
SECTION 7. ELECTIONS. The Board of Directors shall be elected by majority vote by participating members present at the annual meeting. All votes shall be recorded in writing by secret ballot. Ties shall be settled by run-off election at said annual meeting. The election shall be supervised by the secretary, unless the secretary is running for re-election, in which case the election shall be supervised by the highest ranking officer who is not running for re-election.
ARTICLE IV. OFFICERS
SECTION 1. OFFICERS OF THE PLAYHOUSE shall be the president, vice president, secretary, treasurer and other such officers as may be elected or appointed by the president with the advice and consent of the Board of Directors.
SECTION 2. ELECTION AND TERM OF OFFICE
a)The president and vice president of THE PLAYHOUSE shall be elected
annually by the Board of Directors at the first Board meeting following the annual membership meeting. The president may be nominated for re-election but may not serve more than two terms consecutively.
b)The secretary and treasurer shall be appointed by the president, with the advice and consent of the Board of Directors at the first Board meeting following the annual membership meeting.
c)Any officer or agent, elected or appointed, may be removed by the Board of
Directors when, in its judgment, the best interest of THE PLAYHOUSE would be served.
d)A vacancy of any office, occurring for any reason, shall be filled through
appointment by the president with the advice and consent of the Board of Directors.
SECTION 3. CORPORATE OFFICERS are as follows:
a)The PRESIDENT shall be principal executive officer of the Corporation and
shall supervise and control all business and affairs of THE PLAYHOUSE. The president shall preside at all meetings of the members and of the Board of Directors. The president signs with the secretary or any other proper officer, any deeds, mortgages, contracts, or any other instrument which the Board of Directors authorizes to be executed, and , in general shall perform all duties incident to the offices of president and such other duties as may be prescribed by the Board of Directors from time to time.
b)The VICE PRESIDENT. In the absence of the president, the vice president
shall perform the duties of the president and, when so acting shall have all the powers of and be subject to all restrictions upon the president. The vice president shall, further, serve as Production Chairperson, the duties of that office being described in Article IV, Section 5a, and as chairman of the play reading committee. The vice president shall perform such duties as may from time to time be assigned by the president or by the Board of Directors.
c)The TREASURER shall give a bond for the faithful discharge of duties in
such sum and with such surety or sureties as the Board of Directors shall determine. The treasurer shall further:
i)Have charge and custody of and be responsible for all funds and
securities of THE PLAYHOUSE, receive all monies due and payable from any source and deposit all such monies in the name of THE PLAYHOUSE in such banks, trust companies, or other depositories as shall be selected by the Board of Directors, in accordance with Article VI of these by-laws.
ii)All bills shall be submitted to the Treasurer at least seven days prior to the next board meeting and must include signed receipts and detailed monthly/established billings.
iii) See that U.S. form 990-EZ, RETURN OF ORGANIZATION
EXEMPT FROM INCOME TAX, are filed no later than March
15th of each year.
iv)In general, perform all duties incident to the office of treasurer and
other such duties as may be from time to time assigned by the president of the Board of Directors.
d)The SECRETARY shall:
i)Keep minutes of membership and board meetings in books
provided for that purpose.
ii)See that all notices are given in accordance with provisions of
these by-laws, or as required by law.
iii)Be custodian of the Corporate records and of the seal of the
Corporation.
iv)Keep a register of the post office addresses and telephone number
of each board member and present a complete list to each board member.
v)In general, perform all duties incidental to the office of secretary
And such other duties as from time to time may be assigned by the president or the Board of Directors.
SECTION 4. THE BUSINESS STAFF is as follows:
a)The BUSINESS CHAIRPERSON shall advise the finance committee as to the
financial trends and current status of the Corporation as such information is required, and shall further, prepare tentative budgets for use by the finance committee as outlined in Article VI. The following personnel shall be responsible to the Business Chairperson:
i)The BOX OFFICE MANAGER shall be responsible for sale of
sustaining Patron Memberships and of all ticket makeup and printing, and ticket sales and reservations, with the exception of special events.
ii)The SPECIAL EVENTS MANAGER shall be responsible for
facilitating publicity, production and communication of non-season events.
iii)The PUBLIC RELATIONS MANAGER shall be responsible for
all Publicity on behalf of THE PLAYHOUSE including creation and distribution of news releases, media advertising, posters, flyers, and THE PLAYHOUSE roadside billboard.
iv)The THEATER MANAGER shall oversee and be responsible for
upkeep, remodeling and repairs to the theater and any other physical plants or facilities maintained by THE PLAYHOUSE.
SECTION 5. THE SEASON PRODUCTION STAFF is as follows:
a)The PRODUCTION CHAIRPERSON shall coordinate and oversee all
productions for the season, shall be responsible for securing producers and directors and will help them in securing assistant directors, musical directors and choreographers for the plays or musicals to be produced. It shall also be the duty of the production chairperson to present to the Board of Directors for final approval the names of proposed directors and producers and the proposed production dates.
b)The TECHNICAL CHAIRPERSON is responsible for the acquisition by gift,
purchase or lease of all sound and lighting equipment used by THE PLAYHOUSE and for proper maintenance, storage and inventory of same. Further duties are to ascertain qualifications and supervise training of individuals to be assigned to operate the equipment and to advise or guide technical directors when necessary.
c)The SET DESIGN CHAIRPERSON shall be responsible for storage of
scenery and set pieces and will be available for advice and guidance, as needed, by set design and construction managers.
d)The WARDROBE AND PROPERTIES CHAIRPERSON shall be responsible
for accepting donations and acquisitions of wardrobe and properties for THE PLAYHOUSE.
e)The MAKE-UP CHAIRPERSON shall be responsible for all make-up
supplies and purchases and will contact make-up managers advising them regarding availability and resources.
f)The SPECIAL EVENTS CHAIRPERSON will facilitate communication
between all parties involved in non-season production events.
SECTION 6. THE PERFORMING COMPANY STAFFS will be as follows:
a)The PRODUCER, allowing sufficient lead time before auditions,
contacts the Season Production Chairperson regarding royalties and the ordering of playbooks, music, librettos and any other materials that may be required. The producer with the director shall select individuals to fill the positions described below, which will be required for the play or musical to be produced. The director will advise the producer of his needs and what he expects from individuals selected. The producer will be responsible for their performance.
b)The DIRECTOR has full responsibility for developing and, if
necessary, training a cast to perform, with credit, a stage presentation for THE PLAYHOUSE. The director is responsible for scheduling auditions, selecting the cast, preparing and posting rehearsal schedules within one week of casting a show or the start of rehearsals, and making sure rehearsal areas are in order following each rehearsal. The director will inform the cast and supporting crew members that, as of opening night, the stage manager is in charge at all performances.
c)The ASSISTANT DIRECTOR shall assist the director as requested and
will conduct rehearsals in the director’s absence. At times this position may be considered a training assignment for future directors. Therefore, to the extent feasible, directors should try to point out and explain their instructions, directions and changes and the reasoning behind them.
d)The MUSICAL DIRECTOR shall supervise all vocal and instrumental
musical aspects of the production and will be responsible to the director. The musical director will assist the director during auditions with casting recommendations and, during production, will have the responsibility for musical cues.
e)The CHOREOGRAPHER shall be responsible for the composition and
arrangement of dances and/or rhythmic or interpretive movements.
f)The STAGE MANAGER works in close harmony with the director and
is responsible for preparing the prompt book for light cues, scene changes, sound cues, actor entrances, special effects, curtains, and so on. All stage crews will be directly responsible to the stage manager during stage rehearsals and performances. The stage manager must see that the director’s instructions are followed and will give cues and run the show during performances.
g)The TECHNICAL DIRECTOR shall be responsible for lighting, sound and
special effects, and will supervise as many assistants as required for the production being presented. It will be the technical director’s responsibility to coordinate the technical cue book(s) with the stage manager and see that the technical crew works quietly and efficiently.
h)The SET DESIGN AND CONSTRUCTION MANAGER has
responsibility for design and construction of the sets and scenery required for the production and must make certain an adequate crew is available to assure completion on schedule and to tear down and store the set before the stage is needed for the next production.
i)The PROPERTIES MANAGER is responsible for securing props needed
for the production, securing and supervising a properties crew, and maintaining the props cue book. Duties also include caring for props during rehearsals and productions and returning them to lenders or storage promptly after production.
j)The WARDROBE MANAGER/COSTUMER is responsible for securing
costumes and as many assistants as will be needed to assist cast members in dressing and costume changes, and to keep costumes as neat and fresh as possible during the production run. It is also the responsiblity of the wardrobe manager to return the costumes to their source.
k)The MAKE-UP MANAGER is responsible for securing the necessary
cosmetics and supplies and must clear with THE PLAYHOUSE makeup chairperson before placing any orders. The makeup manager also has responsibility for seeing that an adequate crew is available to provide make-up and hairdressing assistance when required for all cast members before the curtain goes up and during the performance.
ARTICLE V. FINANCIAL MANAGEMENT
SECTION 1. FINANCE COMMITTEE. There shall be a finance committee, the members of which shall be the president, vice president, secretary, treasurer and the business manager. The finance committee shall establish any and all procedures for routine expenditure of money for THE PLAYHOUSE purposes with the approval of the Board of Directors. The finance committee shall further be responsible for establishing a budget for each play to be produced by the Corporation, which budget shall be subject to approval by the Board of Directors.
SECTION 2. ACCOUNTS. There shall be established an operating account and a capital improvement account.
a)The operating account shall receive all revenues to THE PLAYHOUSE from
which all expenditures and allocations shall be made. From the operating account, there shall be allocated amounts of money as budgeted for each production, and all expenses for such production shall be charged to and paid from such allocation.
b)From time to time, as funds in the operating account permit, the Board of
Directors upon recommendation from the finance committee, shall allocate monies to the capital improvements account. Capital improvements account funds shall be invested and expended for such purposes as the Board of Directors may direct.
ARTICLE VI. SEXUAL HARASSMENT
THE PLAYHOUSE is committed to providing a working environment in which its members are treated with courtesy, respect and dignity. Any actions by any persons which constitute sexual harassment, or any other form of illegal harassment will not be tolerated or condoned.
Sexual harassment can be any unwelcome sexual advances, requests for sexual favors and other verbal, written or physical conduct of a sexual nature by any persons that has the purpose or effect of unreasonably interfering with anyone’s participation with THE PLAYHOUSE by creating an intimidating hostile or offensive environment.
Harassment on the basis of race, color, national origin, ancestry, physical or mental disability, marital status, age, citizenships status, religion or gender is a form of discrimination and is a violation of a person’s human rights.
Directors must make known to the Board of Directors and anyone auditioning for said play, any and all material contained in a play or script that could be thought of by an individual as harassment or a sexual or offensive nature (i.e. kissing, hugging, jokes of a sexual nature) prior to play submission and auditions for that play. (The Board of Directors should refer to Paragraph Three of the Preamble of these By-Laws pertaining to the appropriate selection of material and its usage).
Responsibility of Directors—All Directors must make known to the Board of Directors any allegations of harassment brought to their attention by any cast or crew members.
Responsibility of Individuals—All individuals have the responsibility to refrain from sexual harassment or other forms of illegal harassment while involved in any PLAYHOUSE sponsored activities. An individual who harasses any other individual is, or course, liable for his/her individual conduct.
Responsibility of the Board of Directors—The Board of Directors of THE PLAYHOUSE is responsible for maintaining a working environment free of sexual or other forms of illegal harassment. In addition, the Board of Directors must seek to ensure that no retaliation will result against an individual making a harassment complaint. All complaints concerning any form of harassment should be directed to the Board of Directors. The Board will seek to investigate the matter promptly and fully. Confidentiality will be maintained to the extent reasonably practicable, consistent with the need to fairly and thoroughly investigate the complaint. The Board of Directors shall take all action reasonably necessary up to and including termination of the offending individuals’ involvement with THE PLAYHOUSE in the even the accusation is determined to be grounded in fact.
ARTICLE VII. DISASTER POLICY
A disaster Policy must be included in all Production Handbooks and posted at all exits in every structure on THE PLAYHOUSE premises.
ARTICLE VIII. AMENDMENTS
These by-laws may be altered, amended or repealed and new by-laws may be adopted at any meeting of the Board of Directors by vote of three-quarters of the directors.
These by-laws adopted at the general membership meeting, January 23, 1997, by unanimous vote of members present.