The organization shall be known as the Summer Savoyards Incorporated, herein after referred to as the Summer Savoyards.
It is the purpose of the Summer Savoyards to provide enjoyable shows for our audience, and both an enjoyable summer and a learning experience for our members, through the production of musical drama, primarily the works of Gilbert and Sullivan. Each show shall be done as professionally as possible, but not to the exclusion of anyone willing and ready to learn.
SECTION 1. GENERAL MEMBERSHIP. Any person who has ever worked on any Summer Savoyards production is considered to be a life member of the organization.
SECTION 2. VOTING MEMBERSHIP. All voting members shall be seventeen or more years of age, or entering their senior year in high school, and qualify under Section 1 above. Voting members may not have been paid by the Summer Savoyards within the last 2 seasons.
SECTION 3. NON-VOTING MEMBERSHIP.
Any person who has been paid for their work for the Summer Savoyards within the last two seasons shall be a non-voting member. Any member who has worked on a Summer Savoyards production, but not in the past two seasons, shall be a non-voting member.
Any person under the age of seventeen who is accompanied by a member parent, may participate and be a non-voting member.
Any person under the age of seventeen who, because of exceptional talent is sponsored by a director and approved by the Board, shall be a non-voting member.
SECTION 1. DUTIES AND AUTHORITY.
A. Divisions. The
Summer Savoyards shall vest executive authority in an Executive
Board, and an Advisory Board. The term "Board of Directors"
refers to both the Executive and Advisory Boards unless specifically
stated, throughout the remainder of this document.
The Board of Directors shall have general responsibility for carrying on the business of the Summer Savoyards, including but not limited to:
Selecting the show(s) for the current season;
Choosing a theatre;
Choosing the Show Production Staff and Business Manager as detailed later in this document;
Scheduling meetings of the General Membership, and of the Board of Directors;
Act as general financial overseer.
Carrying out the duties of any officers or production staff not appointed or elected
B. Executive Board. The Executive Board is composed of eight (8) persons; seven (7) persons elected by the voting membership, and the President of the Advisory Board.
The Executive Board's responsibilities include but are not limited to:
Electing a Chair, Vice-Chair, Secretary, and Treasurer from its seven members elected by the general voting membership;
Selecting the Producer, and in consultation with the Producer, the Musical, Stage, and Technical Directors, and the Costume and Set Designers;
Approving the season's budget;
Approving funds for items not included in the budget;
Approving at the end of the fiscal year, an audited, final statement of income.
C. Advisory Board. The Advisory Board is composed of the Producer, the Musical, Stage and Technical Directors, and the Costume and Set Designers, Business Manager and other persons appointed by the Executive Board, as described in Section 6 of this article.
The Advisory Board's responsibilities include, but are not limited to:
Electing from its members, a President, or designee who shall be a voting member of the Executive Board, except during votes on issues of their own salary (if applicable) or line items in the annual budget; (In the absence of the Advisory Board President, the Advisory Board members may choose a temporary designee for voting purposes only.)
Providing the Executive Board with a broader spectrum of opinion and expertise on the varied matters which arise during the season.
May meet independently from the Executive Board.
SECTION 2. ELECTION OF THE EXECUTIVE BOARD.
A. General.
Elections for the Executive Board shall be held at a general
membership meeting on the first Friday following the close of the
Summer show. The elections shall officially begin the new season. Any
person(s) seeking (re)election shall provide a list (verbal or
written) of their accomplishments and goals.
B. Terms.
Terms for positions of the Executive Board shall be two years each.
Three positions shall expire during odd-numbered years, and four
positions shall expire during even-numbered years.
C.
Qualifications. In order to be elected to the Executive Board, a
person must be a qualified voting member of the organization. Any
person running for election must be at least 19 years of age on or
before the subsequent December 31st.
D. Procedures.
Voting members shall elect the Executive Board. At the first meeting
of the Executive Board, the Executive Board shall elect a Chair,
Vice-Chair, Secretary, and Treasurer from among themselves.
SECTION
3. REMOVAL OF MEMBERS OF THE EXECUTIVE BOARD. A member of the
Executive Board may be removed by a two-thirds majority vote of the
voting membership at a general membership meeting called for the
specific purpose of removal of an Executive Board member.
An
Executive Board member shall be automatically removed from office
when that member has missed, without notice or valid excuse provided
to the Chair, three consecutive, regularly scheduled, Executive Board
meetings, for which proper notice has been given. The Chair shall
give written warning to an Executive Board member who misses two
consecutive regularly scheduled meetings without notice or valid
excuse.
SECTION 4. RESIGNATION. A member of the
Executive Board may resign from the Board of Directors by giving
written notice of such resignation to the Chair of the Board of
Directors or to the Secretary.
SECTION 5. VACANCIES. In
the event of a vacancy on the Executive Board, the Board of Directors
shall appoint an eligible member to fill the vacancy until the next
Summer elections. At that membership meeting, the elections shall be
held, if necessary, to fill the remainder of an unexpired term.
SECTION 6. ADVISORY BOARD.
A. Appointment of the
Advisory Board. The Executive Board shall appoint a non-voting
Advisory Board consisting of the Producer, the Musical, Stage and
Technical Directors, Costume and Set Designers and Business Manager
upon their selection. The Executive Board is at liberty to appoint
any other individuals to the Advisory Board at any time during the
season. The Advisory Board shall consist of a minimum of 10 members,
not to exceed 20 members, with a simple majority constituting a
quorum for voting purposes.
B.
Terms. The Producer, the Musical, Stage and Technical Directors,
and the Costume and Set Designers terms continue until their
successors are chosen. Terms for other positions on the Advisory
Board shall be from date of appointment to the end of the season
during which the appointment was made.
C. Qualifications.
In order to be appointed to the Advisory Board, a person must not be
a member of the Executive Board unless they have been selected for
one of the aforementioned positions (Directors, et. al). Otherwise,
appointments may be made on the basis of expertise, experience,
and/or willingness to serve.
D. Procedures. The
Executive Board shall appoint members to the Advisory Board.
SECTION
7. REMOVAL OF MEMBERS OF THE ADVISORY BOARD. A member of the
Advisory Board may be removed by a two-thirds majority vote of the
Executive Board. This vote may be taken at any regular meeting of the
Executive Board.
An Advisory Board member shall be
automatically removed from office when that member has missed,
without notice or valid excuse provided to the Chair, three
consecutive, regularly scheduled, Advisory Board meetings, for which
proper notice has been given. The Chair shall give written warning to
an Advisory Board member who misses two consecutive regularly
scheduled meetings without notice or valid excuse.
SECTION
8. RESIGNATION. A member of the Advisory Board shall tender his
resignation in writing to the Chair or Secretary of the Executive
Board if that member is a contracted employee of the Summer
Savoyards. If the Advisory Board member is not a contracted employee
of the Summer Savoyards, then their resignation may be made verbally
to the Chair or Secretary of the Executive Board.
SECTION 1. POWERS. The Board of Directors shall have full
power and authority to exercise all the powers of the
organization.
SECTION 2. GENERAL MEETING. A meeting of the
General Membership, or General Meeting, shall be any such meeting
called by the Board of Directors at which any constitutional business
is to be discussed and/or voted upon. A General Meeting is open to
all members, voting and non-voting. Advance notice of a General
Meeting may be given by telephone, post or electronic mail. A general
meeting shall be considered official only if at least fifteen (15)
voting members are present, including members of the Board of
Directors.
SECTION 3. MEETINGS OF THE BOARD OF DIRECTORS.
Meetings of the Board of Directors shall be held monthly. Notice by
telephone or electronic mail of such meetings shall serve as
sufficient notice. Board of Directors meetings are open to any
member, unless the meeting is closed for specifically stated reasons
by the vote of the Board. However, the Executive Board may enter into
closed session for discussion of personnel or contract matters
only.
SECTION 4. EMERGENCY MEETINGS OF THE BOARD OF
DIRECTORS. Emergency meetings of the Board of Directors may be
called by the Chair or by the Secretary at the request of any two (2)
members of the Board.
SECTION 5. QUORUM. A majority of
the members of the Executive Board shall constitute a quorum at Board
of Director meetings. A quorum of the general membership at a general
membership meeting shall consist of no less than fifteen (15) voting
members, including the members of the Board of Directors. Members not
present may not be nominated for open positions without their prior
written consent.
SECTION 6. VOTE REQUIRED FOR ACTION BY
THE BOARD OF DIRECTORS. No action may be taken by the Board of
Directors except by a majority vote of those members present. Proxy
voting is allowed only by formal, written, single topic directorship.
Whenever a question arises which requires action by the Board of Directors,
which should not await a regular or special meeting, the members of the body may vote by
written ballot distributed my mail or other means, by telephone, or by
other electronic means, provided that all members of the Board have consented
to having such a vote conducted by such stated means. The action shall be
announced at the next meeting of the Board and shall be reported in the minutes
of that meeting.
The Chair, with the
approval of the Board of Directors, may appoint committees composed
of members of the Board of Directors and members of the organization,
voting or otherwise, from time to time as necessary to the operation
of the organization.
SECTION 1. CHAIR OF THE BOARD. The Chair of the Board
shall preside over all meetings of the Board of Directors and General
Membership. The Chair shall be the official representative of, and
spokesman for, the Summer Savoyards. The Chair, or Acting Chair,
shall not vote, except in the event of a tie. The Chair may not serve
as Producer or Business Manager.
SECTION 2. VICE-CHAIR.
The Vice-Chair of the Board shall assume the duties of the Chair in
the Chair's absence. The Vice-Chair shall be a member of all
committees, and shall be the official liaison between the Summer
Savoyards and other organizations. The Vice-Chair is required to
attend all official Summer Savoyards functions.
SECTION 3.
SECRETARY. The Secretary shall keep the official records of any
Board or General Membership meeting. Any motion or amendment passed
at such meetings shall be included in the Secretary's minutes. The
Secretary shall handle all official correspondence of the Summer
Savoyards. The Secretary shall prepare, in consultation with the
Chair, an agenda for each Board or General Membership meeting, and
distribute the agenda to all Board Members at least two days before
said meeting. At each meeting of the Executive Board, the Secretary
shall provide a printed copy of the minutes of the previous Executive
Board meeting to each Executive Board member. Additional copies of
the minutes shall be made available upon request. In the absence of
the Chair and the Vice-Chair, the Secretary shall assume both their
duties. The Secretary may not serve as Business Manager.
SECTION
4. TREASURER. The Treasurer shall oversee the financial aspects
of the organization. The Treasurer shall, in conjunction with the
Producer and the Business Manager, prepare a fiscal year budget, to
be submitted to the Board of Directors for approval. The Treasurer,
with the Business Manager, shall be responsible for submitting grant
applications, and for preparing any necessary documentation required
by the grantor. The Treasurer may not serve as Business Manager or
Producer. In the absence of the other three officers, the Treasurer
shall assume their duties.
SECTION 5. BUSINESS MANAGER.
The Business Manager shall be responsible to the Treasurer for
maintaining accurate business records for the organization. The
Business Manager shall be responsible for recording all business
transactions, paying all bills, collecting monies and making proper
bank deposits, along with maintaining the group's checkbook.
The
Business Manager, with the Treasurer and the Producer, shall draw up
a budget for approval by the Board of Directors. At the end of each
fiscal year the Business Manager shall draw up a final financial
statement, in conjunction with the Treasurer, to be submitted to the
Board.
The Business Manager and the Treasurer shall be
responsible for submitting grant applications, and for preparing any
necessary documentation required by the grantor. The Business Manager
may not serve as Chair of the Board, Treasurer, or Producer.
SECTION 6. PRODUCER. The Board of Directors shall act
as Producer for the upcoming summer show until a specific Producer is
appointed. In that capacity, the Board may make appointments to any
production staff position it deems necessary.
The Producer
shall coordinate and supervise the various aspects of the production
of all shows for-which (s)he is appointed. The Producer is directly
responsible to the Board of Directors, and is also responsible for
carrying out the duties of the Producer as further defined in the
Policy and Production Manual of the Summer Savoyards. The Producer
shall have authority to exercise the powers of the Board of
Directors, but only within the jurisdiction set forth by the
Board.
Together with the Treasurer and Business Manager, the
Producer shall draw up the budget and authorize purchases made for
shows, keeping within the respective line item budgets. The Producer
may not serve as Business Manager, Chair of the Board, Treasurer,
Music Director, Stage Director, or Technical Director. Further duties
and responsibilities of the Producer are defined in the Policy and
Production Manual.
The Producer may not
perform in a Summer Savoyards production except in extraordinary
circumstances and then only with the express permission of the Board
of Directors.
SECTION 7.
MUSICAL DIRECTOR. The Musical Director is directly responsible to
the Board of Directors and the Producer. The Musical Director is
also responsible for the musical production of the show, and for
carrying out the duties of the Musical Director as stated in the
Policy and Production Manual of the Summer Savoyards.
The
Musical Director may not perform in a Summer Savoyards production
except in extraordinary circumstances and then only with the express
permission of the Board of Directors.
SECTION 8. STAGE
DIRECTOR. The Stage Director is directly responsible to the Board
of Directors and the Producer. The Stage Director is also
responsible for the staged production of the show, and for carrying
out the duties of the Stage Director, as stated in the Policy and
Production Manual of the Summer Savoyards.
The Stage Director
may not perform in a Summer Savoyards production except in
extraordinary circumstances and then only with the express permission
of the Board of Directors.
SECTION 9. TECHNICAL DIRECTOR.
The Technical Director shall be responsible for the technical aspects
of the production as defined in the Policy and Production Manual of
the Summer Savoyards. The Technical Director is directly
responsible to the Board of Directors, and the Producer.
The
Technical Director may not perform in a Summer Savoyards production
except in extraordinary circumstances and then only with the express
permission of the Board of Directors.
SECTION 10.
AUXILIARY PRODUCER. An Auxiliary Producer may be appointed by the
Board of Directors to coordinate and supervise a production, other
than the primary Summer production. The Auxiliary Producer
shall, together with the Treasurer and Business Manager, draft a
budget and maintain financial records for the production. The
Auxiliary Producer shall submit to the Board of Directors, the
production schedule, the location, and show title.
The
Auxiliary Producer shall attend Board meeting and provide
progress updates. The Auxiliary Producer shall be responsible for
providing detailed status and financial reports, as required by the
Board of Directors.
The Auxiliary Producer does not have the
authority to enter into contracts on behalf of the Summer Savoyards.
The Chair of the Board, the Treasurer and the Business Manager have
authority to sign contracts for auxiliary productions.
The
Auxiliary Producer may not be the Chair, Treasurer, or Business
Manager.
SECTION 1.
GENERAL. The Board of Directors shall employ paid and unpaid
people, as the need arises, to meet the needs of the Summer
Savoyards. No other person, committee, or group shall enter into
contract, negotiation, agreement, or discussion of employment salary,
gratuity, or duties with any person or organization in the name of
the Summer Savoyards without the specific consent of the Executive
Board of Directors. All persons working for the Summer Savoyards for
monetary remuneration shall have a written contract.
SECTION
2. ORCHESTRA. The Board of Directors shall agree upon a fixed fee
or gratuity for members of the orchestra. This fee or gratuity shall
not be exceeded for any members of the orchestra without the specific
approval of the Executive Board of Directors at the request of the
Musical Director.
SECTION 3. PROFESSIONAL EMPLOYMENT.
With the exception of those positions detailed in Article VII of
these Bylaws, the Summer Savoyards shall not provide professional
employment to any persons except where dictated by theatre contract,
law, or business protocol.
All persons involved in Summer
Savoyards productions, except those people holding
positions as outlined in Article VII of these Bylaws, shall be
regarded as amateurs by the Summer Savoyards, regardless of
occupation, status, or association with professional organizations.
SECTION 1. FISCAL
YEAR. The fiscal year of the Summer Savoyards shall be from
November 1 to October 31.
SECTION 2. BUDGET. The annual
budget shall be drawn up by the Treasurer, Business Manager, and
Producer, to be submitted to the Board of Directors for approval by
the date specified in the Policy & Production Manual. The
Producer and Business Manager shall be responsible for the budget
throughout the season. At the end of a season, a final statement
shall be submitted to the Board of Directors by November 30, listing
budget and actual amounts spent, reporting any income or deficits on
a production.
SECTION 3. ACCOUNTS. The organization
shall maintain at least two banking accounts, one checking and one
savings. Signatures required for these accounts shall be determined
on a year-to-year basis by the Board of Directors. The three people
who shall be eligible to sign are the Chair of the Board, the
Treasurer, and the Business Manager.
Amendments to these Bylaws shall be submitted to the Executive Board in writing. If approved by a majority of the Board, two-thirds (2/3) of a general meeting shall effect the change. If not approved by a majority of the Board, three-quarters (3/4) approval of a general meeting shall be required to effect the change.
The acting season
extends from the General Meeting directly after the final performance
of the Summer production to the General Meeting following the next
summer's production.
Bylaws updated December
1985
Rewritten and submitted to the Board of Directors by the
Bylaws Revision Committee - Mary Jo Baker, Virginia Howell, and
Judith H. Mica.
Revisions accepted by the general membership,
December 1985. Bylaws retyped 8/12/98. JHM.
Bylaws revised
December 2005
Revised and submitted to the Board of Directors by
the Bylaws Revision Committee - Thomas R. Blake, Stephen M.
Dell’Aversano, Andréa T. Gregori, Joshua Thorpe, Richard P.
Vollmer, David P. Wiktorek, Sherry Williamson
Revisions accepted
by the general membership, December 30, 2005
Bylaws revised October 2007 (removal of AB President exemption, adding Producer to those who may not perform on stage); February 2007 (Advisory Board minimum/maximum, Budget Deadline)
Revised and submitted to the Board of Directors by the Bylaws Revision Committee - Thomas R. Blake, Anne Butler, Stephen M. Dell’Aversano, Andréa T. Gregori, Virginia Howell, Mary Jo Kelleher, William F. Osborne, Joshua Thorpe, David P. Wiktorek, Sherry Williamson