Bylaws of the Chesapeake Section, U.S.I.T.T.
ARTICLE I – NAME
The name of this organization shall be THE CHESAPEAKE SECTION OF THE UNITED STATES INSTITUTE FOR THEATRE TECHNOLOGY, INC.
ARTICLE II – PURPOSES
Section 1. PURPOSES:
The purposes of this organization are to foster a free exchange of ideas and information regarding theatre technology; to engage in research and other projects; and to promote the stated purposes of United States Institute for Theatre Technology (U. S. I. T. T.) within the geographic region comprising the District of Columbia, and the states of: Delaware, Maryland, New Jersey, Pennsylvania (partial), Virginia and West Virginia.
Section 2. LIMIT OF ACTIVITIES:
This organization shall not engage in activities that are not in furtherance of its stated purpose, nor in opposition to U.S.I.T.T., nor in opposition to the grounds on which it may be granted any tax exemption.
Section 3. LIMIT OF EARNINGS AND INFLUENCE:
No part of the net earnings of this organization shall inure to the benefit of any private member or individual. No part of the activities of the organization shall be for the purpose of carrying out propaganda or otherwise attempting to influence legislation nor shall it participate or intervene in any political campaign for or against any candidate for public office.
Section 4. LIMIT OF POWERS:
This organization shall have no power to bind or enter into contracts binding the U.S.I.T.T. nor perform any other act from which it is enjoined by the U.S.I.T.T. bylaws.
ARTICLE III – MEMBERSHIP
Section 1. ELIGIBILITY
Membership in this organization shall be granted upon application and payment of annual dues.
Section 2. MEMBERSHIP CATEGORIES
The members of the organization shall consist of persons, corporations, partnerships, and unincorporated associations interested in furthering the arts of theatre planning and design, construction, equipment, aesthetics, presentation, operation, and training. There shall be seven (7) categories of membership each with voting privilege:
a. Individual: Open to persons interested in furthering the purposes of this organization.
b. Sustaining: Open to commercial businesses, firms, establishments, individuals and organizations. Sustaining Members shall appoint one (1) person as their designated representative, who shall enjoy all of the rights and privileges of individual membership.
c. Contributing: Open to commercial businesses, firms, establishments, individuals and organizations interested in providing a greater level of support. Contributing Members shall appoint two (2) persons as their designated representatives, each of whom shall enjoy all of the rights and privileges of individual membership.
d. Student: Open to individuals who are recognized full-time students at educational institutions.
f. Honorary: Open to individuals who the Membership wishes to recognize as having given exemplary service to this organization or its purposes.
1) Any Member in good standing of this organization may nominate an individual or organization for honorary membership.
2) Nomination for honorary membership shall be presented to the membership for action during any business meeting. Voting will take place immediately upon submission to the membership.
3) Honorary Members shall enjoy all benefits of membership in this organization. No dues shall be collected from Honorary Members.
Section 3. DUES.
The Executive Committee shall establish dues for each class of membership. The Executive Committee shall be empowered to change the dues structure from time to time, as it may deem necessary.
a. Payment. Dues are payable annually with membership lapsing in the anniversary month of the last dues payment.
b. Failure To Pay Dues. Expiration of membership occurs if membership payment has not been received on the member’s renewal date. No services are extended beyond this date.
Section 4. EFFECT ON U.S.I.T.T. MEMBERSHIP:
a. Termination of membership in this organization shall have no effect whatsoever on membership in U.S.I.T.T.
b. Membership in U.S.I.T.T. shall have no effect whatsoever on membership in this organization.
ARTICLE IV – BOARD OF DIRECTORS
Section 1. AUTHORITY
a. In accordance with the Articles of Incorporation, the Board of Directors “shall have the authority and responsibility to govern and manage the affairs of this corporation.”
b. The Board of Directors shall delegate management of the Chesapeake Section of U.S.I.T.T. to the Executive Committee.
Section 2. DIRECTORS
a. In accordance with the Articles of Incorporation, Directors “shall be chosen by a majority of the Directors remaining. The number of Directors may be no more than 7 and no less than three, and may be determined by a majority vote of the Directors.”
b. It shall be the practice of the Board of Directors to elect the immediate past Chair of the Executive Committee as its Chairman of the Board.
c. It shall further be the practice of the Board of Directors to elect members of the Executive Committee to the Board of Directors as follows:
1) Executive Committee Chair as President of the Board of Directors;
2) Executive Committee First Vice-Chair as Vice-President of the Board of Directors;
3) Executive Committee Secretary as Secretary of the Board of Directors;
4) Executive Committee Treasurer as Treasurer of the Board of Directors.
ARTICLE V – EXECUTIVE COMMITTEE:
Section 1. AUTHORITY
The Executive Committee shall create Standing Committees not provided for in the bylaws, make standing rules of this organization, act on charges from the Membership or U.S.I.T.T., take actions necessary to the best interests of this organization, and perform duties as provided in these bylaws.
Section 2. MEETINGS
a. The Executive Committee shall meet at least twice annually, at a time and place determined by the Chair.
b. Special meetings may be called upon the request of three (3) members of the Executive Committee.
c. All meetings of the Executive Committee shall be open to Members of this organization, except when the Executive Committee enters executive session by a two-thirds (2/3) vote of the Executive Committee.
Section 3. OFFICERS
a. The Executive Committee shall consist of the Chairman of the Board of Directors, plus the following officers who shall be elected by the Membership:
First Vice-Chair (Liaison)
Second Vice-Chair (Programming)
Third Vice-Chair (Expos)
Two (2) Members-at-Large
b. All officers shall be members in good standing of both this organization, and U.S.I.T.T. No officer shall hold more than one office at one time.
1) The Chair shall be the chief executive officer and shall take general charge of all activities of this organization. The Chair shall perform all other duties that normally appertain to the chief executive officer of an organization, except as specifically provided herein. The duties of the Chair shall include, but not be limited to:
a) Preside over all meetings of the Membership and the Executive Committee.
b) Represent and speak for this organization in all dealing with U.S.I.T.T. and outside organizations.
c) Appoint all committees and their chairs, and serve as an ex-officio member of all committees.
2) The First Vice-Chair shall perform such duties as are assigned by the bylaws or the Executive Committee. The duties of the First Vice-Chair shall include, but not be limited to:
a) Assist the Chair and perform the duties of the Chair in the absence or incapacity of the Chair.
b) The First Vice-Chair shall be responsible for projects and activities of this organization which may be of national scope within U.S.I.T.T.
3) The Second Vice-Chair shall perform such duties as are assigned by the bylaws or the Executive Committee. The duties of the Second Vice-Chair shall include, but not be limited projects and activities directed at the membership of this organization.
4) The Third Vice-Chair shall perform such duties as are assigned by the bylaws or the Executive Committee. The duties of the Third Vice-Chair shall include, but not be limited projects and activities directed by the membership of the organization.
5) The Secretary shall perform such duties as are assigned by the bylaws or the Executive Committee. The duties of the Secretary shall include, but not be limited to:
a) Keep the minutes of all meetings of the Membership and the Executive Committee.
b) Keep and file records of meetings, projects and activities of this organization.
c) Keep the roster of Membership and notify the Membership of all meetings, project reports and scheduled activities of this organization.
6) The Treasurer shall perform such duties as are assigned by the bylaws or the Executive Committee. The duties of the Treasurer shall include, but not be limited to:
a) Keep the care and custody of the funds of this organization, and deposit the same in the name of the organization in such banks, trust companies, and safe deposit vaults as the Executive Committee shall designate.
b) Collect all dues and other monies payable to this organization.
c) Notify the Secretary in the event that any Member’s dues fall in arrears.
d) Prepare and administer an annual budget for this organization subject to the approval and direction of the Executive Committee.
e) Maintain the records of this organization on a Fiscal Year extending from July 1 to June 30.
f) Present the financial records of the organization for audit as directed by the Board of Directors.
7) The Members-at-Large (2) shall represent the whole membership on the Executive Committee. They will contact the membership and solicit feedback. The two Members-at-Large shall perform such other duties as are assigned by the bylaws or the Executive Committee.
8) The Chairman of the Board of Directors shall enjoy full voting membership on the Executive Committee, and shall chair the Nominations Committee.
Section 4. TERMS OF OFFICE:
a. Term. All officers shall serve for a term of two (2) years.
1) The term of office shall commence immediately after the adjournment of the Annual Meeting of this organization, as follows:
a) Chair, Second Vice-Chair, Secretary and one Member-at-Large on odd years.
b) First Vice-Chair, Third Vice-Chair, Treasurer, and one Member-at-Large on even years.
2) No individual may serve more than two (2) consecutive terms in any one office.
b. Removal from Office. The incumbent in any office, other than the Chairman of the Board of Directors, shall be removed from that office at any time upon recommendation by a two-thirds vote of the Executive Committee to the Board of Directors, and confirmation by a majority vote of the Board of Directors..
c. Vacancies:. The Executive Committee shall fill vacancies in any office until the next general election, except those of Chair and the Chairman of the Board of Directors. In the event of a vacancy in the office of the Chair, the First Vice-Chair shall become the Chair.
Section 5. ELECTIONS
a. Officers, except for the Chairman of the Board, shall be elected by a majority vote of the membership. For the purpose of elections, sealed absentee ballots or secured electronic ballots may be filed with the Nominating Committee, and shall be counted in the election.
b. Nominations for officers shall be opened annually one week prior to the first Tuesday of the National USITT conference. Nominations will remain open for one week past the closing Sunday of the National USITT conference.
c. Nominating Committee shall submit a slate of candidates to the membership to allow the voting to begin one week following the closing of nominations as noted in Section 5 b.
d. At the request of any Member present, the elections shall be by secret ballot.
e. In the event that no candidate receives a majority on the first ballot for any office, additional ballots shall be held until one candidate receives a majority of all votes cast.
ARTICLE VI – MEETINGS
Section 1. ANNUAL MEETING
a. The Annual Meeting of this organization shall be held each calendar year.
b. The Executive Committee shall set the time and place for this meeting.
c. The Secretary shall notify the Membership of the time and place of the Annual Meeting at least thirty (30) days before it is held.
Section 2. OTHER BUSINESS MEETINGS
The Chair can call other business meetings of the Membership from time to time, provided that thirty (30) days notice is given to the Membership.
Section 3. QUORUM
At all meetings of the Membership a quorum necessary to conduct business shall be established if either a majority of the Membership, or at least fifteen (15) Members are present.
ARTICLE VII – PARLIAMENTARY AUTHORITY
The rules contained in the current edition of ROBERT’S RULES OF ORDER NEWLY REVISED shall govern the conduct of business in this organization, in all cases which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order this organization may adopt.
ARTICLE VIII – AMENDMENT
Section 1. These bylaws can be amended at any business meeting of the Membership in the following manner:
a. The proposed amendment shall be submitted in writing to the Secretary by either:
1) the Executive Committee, or
2) a petition signed by at least ten Members.
b. The Secretary shall mail each Member a copy of the proposed amendment at least twenty-one (21) days before its consideration. May include electronic forms.
c. The proposed amendment shall then be considered at the next business meeting of the Membership.
Section 2. Upon a two-thirds (2/3) affirmative vote of the Members present at the meeting at which it was scheduled for consideration, the proposed amendment shall become a part of these bylaws.
ARTICLE IX – RATIFICATION AND CHARTER MEMBERSHIP
Section 1. RATIFICATION
Subject to review by the Board of Directors of The Chesapeake Section of the United States Institute for Theatre Technology, Inc., and the Board of Directors of United States Institute for Theatre Technology, Inc., these bylaws shall replace all former bylaws of this organization.
Section 2. CHARTER MEMBERSHIP
The Charter Members of this organization shall consist exclusively of those members of U.S.I.T.T. who signed the originally accepted petition for a Regional Charter for Chesapeake Section with U.S.I.T.T. Further eligibility for Charter Membership shall remain closed.
Bylaws of the Chesapeake Section, U.S.I.T.T.