Slidell Little Theatre Bylaws


 

SLIDELL LITTLE THEATRE BY-LAWS

As amended by the General Membership May 16, 2016

ARTICLE I: GENERAL

1.1 NAME. This organization, incorporated in the State of Louisiana, shall be known as “Slidell Little Theatre” hereinafter referred to as “SLT.”

1.2 LOCATION. The principal office of SLT shall be located at 2024 Nellie Drive, Slidell, Louisiana 70458.

1.3 OBJECTIVES. The objectives of SLT shall be:
(a) To promote, encourage, foster, stimulate and maintain, among people of Slidell and the surrounding area, and active an abiding interest in the legitimate theatre. SLT is, by concept, educational and recreational.
(b) To promote, maintain and operate a theatre or playhouse for the purpose of staging dramatic musicals and similar aesthetic endeavors.
(c) To work and cooperate with other citizens and organizations or groups interested in the same or similar objectives and purposes.

1.4 TYPE. The SLT shall be non-political and shall be a nonprofit-sharing organization. No part of the net earnings whereof shall inure to any of the individual members and no part of its property, funds, or assets shall, upon dissolution, ever be divided among or inure to the benefit of any of its members.

ARTICLE II: MEMBERSHIP, BUSINESS MEMBERSHIP, AND SEASON PASS

2.1 MEMBERSHIP in SLT shall include the following categories: (a) Life Member, (b) Sustaining Grand Patron, (c) Grand Patron, (d) Patron, (e) Adult Member. A person may upgrade membership at any time, provided that all qualifications of the new membership are met. The rights and privileges of membership shall include: (1) vote at general membership meetings, (2) hold office on the SLT Board of Directors, and (3) attend a specific number of productions during the regular season, said number of productions to be designated by the Board of Directors.
(a) LIFE MEMBER. The Board of Directors may, at any of its duly called meetings and by two-thirds (2/3) vote of those present; elect any individual as a Life Member in SLT. Such person shall be entitled for life to all the rights and privileges of membership, shall be recognized in the regular season production programs, and shall have an opportunity for preferential seating. Each Life Member shall receive one (1) lifetime membership card to be issued each season. Life Memberships are not transferable..
(b) SUSTAINING GRAND PATRON. Any adult or organization who shall pay the current annual Sustaining Grand Patron membership fee shall be entitled to all the rights and privileges for membership. In addition, a Sustaining Grand Patron shall receive four (4) Memberships issued for two consecutive seasons, be recognized in the regular season production programs, have reserved parking, and shall have an opportunity for preferential seating.
(c) GRAND PATRON. Any adult or organization who shall pay the current annual Grand Patron membership fee shall be entitled to all the rights and privileges of membership. In addition, a Grand Patron shall receive four (4) Memberships for a single season, be recognized in the regular season production programs, and shall have an opportunity for preferential seating.
(d) PATRON. Any adult or organization who shall pay the current annual Patron membership fee shall be entitled to all the rights and privileges of membership. In addition, a Patron shall receive one (1) Membership for a single season, be recognized in the regular season production programs, and shall have an opportunity for preferential seating.
(e) ADULT MEMBER. Any person age eighteen (18) or over who shall pay the current annual Adult Member membership fee shall be entitled to all the rights and privileges of membership. Each Adult Member shall receive one (1) Membership.

2.2. BUSINESS MEMBERSHIP in SLT shall include the following categories: (a) Grand Business Patron and (b) Business Patron. A business may upgrade membership at any time, provided that all qualifications of the new membership are met. The rights and privileges of membership shall include: (1) vote at general membership meetings, (2) hold office on the SLT Board of Directors, (3) be recognized in regular season programs , and (4)attend a specific number of productions during the regular season, said number of productions to be designated by the Board of Directors.
(a) GRAND BUSINESS PATRON. Any business who shall pay the current annual Grand Business Patron Membership fee shall be entitled to all the rights and privileges of business membership. In addition, the Grand Business Patron shall receive four (4) Memberships, as well as program space for a business advertisement. Each Grand Business Patron shall have an opportunity for preferential seating.
(b) BUSINESS PATRON. Any business who shall pay the current annual Business Patron Membership fee shall be entitled to all the rights and privileges of membership. In addition, each Business Patron shall receive two (2) Memberships, as well as program space for a business card advertisement. Each Business Patron shall have an opportunity for preferential seating.

2.3. SEASON PASS in SLT shall include the following categories: (a) Student/Youth Season Pass and (2) Senior Sunday Season Pass. A person may upgrade to a class of membership at any time, provided that all qualifications of the new membership level are met. The rights and privileges of Season Pass holders shall include attending a specific number of productions during the regular season, said number of productions to be designated by the Board of Directors.
(a) STUDENT/YOUTH. Any person age eighteen (18) or under who shall pay the current Student/Youth Season Pass fee shall be entitled to all the rights and privileges of the Season Pass. In addition, any student between the ages of 19 and 25 with a valid student identification card shall also be eligible for this Season Pass. Each Student/Youth shall receive one (1) season pass card.
(b) SENIOR SUNDAY. Any senior adult age sixty-five (65) or older who shall pay the current annual Senior Sunday Season Pass fee shall be entitled to all the rights and privileges of the Season Pass. This season pass shall be used for Sunday matinees only. Each Senior Sunday shall receive one (1) season pass card. An additional fee shall be assessed if the pass holder prefers to attend a non-Sunday performance.

2.4. MEMBERSHIP AND SEASON PASS FEES. The SLT Board of Directors shall determine the fees for all Memberships, Business Memberships, and Season Passes. A two-thirds vote of the full Board of Directors shall be required to make changes to the fees.

2.5. TERMINATION. If the conduct of a patron/member/business member/season pass holder (person) is considered detrimental to the best interest of SLT:
(a) The Executive Board will create a Review Committee consisting of four (4) committee chairs to assess the situation.
(b) The Executive Board will notify the person by certified U.S. Mail of the situation and plan of action.
(c) The review committee will meet with the relevant parties, determine a recommendation, and present the recommendation to the Board of Directors for action.
(d) Once the Board of Directors has made a decision, the person shall be given written notice of said decision by certified U.S. Mail.
(e) If termination is recommended, the person has the right to address and/or present an appeal to the Executive Board and Review Committee within 15 days of their receipt of Certified U.S. Mail.
(f) Whatever action the Board of Directors takes after initial application and/or appeal, with regard to termination shall be considered final. A terminated patron/member/business member/season pass holder shall receive a refund of the unused pro rata portion of the fee paid.

2.6. MEETINGS.
(a) ANNUAL. The annual meeting of SLT shall be held during the month of May, on a date and at a place to be designated by the Board. Notice shall have been sent via U.S. Mail or electronically to members who have indicated such preference, must be mailed to each member at least thirty (30) days prior to the date of said meeting.
(b) SPECIAL. Special meetings of SLT may be called by the President of the Board, or any twenty (20) members, provided printed or electronic notice is given the Secretary, designating time, place, and reason for such meetings, and provided that printed or electronic notice is given each member at least three (3) days prior to date of such special meeting. Meetings called for the purpose of terminating a person’s membership shall require fifteen (15) days’ notice.
(c) CONDUCT OF BUSINESS. Twenty (20) members of SLT shall constitute a quorum for the conduct of business at any general membership meeting.
(d) VOTING. Each member 18 years or older in a voting membership category shall be entitled to one (1) vote. No membership category may have more voting members than the number of membership cards to which it is entitled. Each person so entitled must vote in person. A majority of members present at any duly called membership meeting shall determine any question unless otherwise provided herein.

2.6. POWERS.
The powers and rights exclusively reserved for the general membership are as follows: (1) election of Board members as set forth in Article III, (2) approval of the purchase or sale of real property in the name of SLT, and (3) amend the By-laws of SLT.

ARTICLE III: BOARD OF DIRECTORS

3.1 MANAGEMENT OF AFFAIRS. General management and direction of the affairs and conduct of all business of SLT shall be vested in a Board of Directors, herein referred to as the “Board.”

3.2 NUMBER, QUALIFICATIONS, ELECTION AND TERM.
(a) NUMBER. The Board shall consist of nine (9) members duly elected by the general membership of SLT.
(b) QUALIFICATIONS. Any person shall be eligible for election to the Board who is a voting member in good standing of SLT at the time of said person’s nomination. No person currently serving as a Board member for a sixth (6th) consecutive year shall be eligible for election. A member in good standing is a member who shall be current on dues/membership fees. A candidate running for Board election shall purchase and pay for a membership each year, which will run concurrent with the start of their Board term, on or before the General Membership meeting date.
(c) ELECTION. Election of Board members shall be held at the Annual Meeting of SLT and those elected shall assume office on the first day of July following. Nominations, in addition to those by the Nominating Committee, may be made from the floor at the time of election, provided the person so nominated meets eligibility requirements and has consented in writing, or in person during the election meeting, to serve if elected. Beginning in the year 2013, and continuing thereafter, the open positions for election will rotate every three (3) years as follows: in 2013, the Vice President of Operations, the Secretary, and one Board Member position will be elected; in 2014, the Vice President of Productions, the Treasurer, and one Board Member position will be elected; in 2015, the President, the Vice President of Marketing, and one Board Member position will be elected; and so forth, rotating these positions in this manner in succeeding years. Each person nominated to serve on the board will be nominated to serve in a particular position. At each election, three new board member positions will be elected and filled: the position of President, Vice President of Productions, or Vice President of Operations will be elected first, so that the candidates not elected for said position may place their names on the remaining ballots if they so desire; then the position of Vice President of Marketing, Treasurer, or Secretary will be elected; and finally one of the three (3) open board positions will be elected. A person must receive a majority of the votes cast to be elected. If not enough candidates receive majority votes to fill all the positions open, there shall be a runoff election with two times the number of candidates as positions remaining. Candidates in a runoff election shall be elected by receiving the highest vote totals.
(d) TERMS. The term of office of a Board member shall be for a period of three (3) years, unless said member has been elected to fulfill the unexpired portion of a vacating Member’s term. Board members shall serve in staggered terms, such that three (3) Board Positions must be filled for three year terms each year. A Board Member must remain a Member of good standing of SLT during the term.

3.3 BOARD MEETINGS
(a) REGULAR: The Board must meet monthly, on a day and at a place to be determined by the Board
(b) SPECIAL: A special meeting of the Board may be called at the discretion of the President or at the printed or electronic request of at least three (3) members of the Board identified individually, provided notice of such a meeting is given to each Board member at least one (1) day prior to the date of such meeting. Written requests must be submitted to and recorded by the Board Secretary. A single print ed request may contain the handwritten signature of each board member making the request or each board member maycompose and sign individual printed requests. Electronic requests may be submitted by each individual board member or by a single email that has been forwarded from email accounts of at least three (3) board members making the request. The call for a special meeting must state the purpose of the meeting and the only business that can be transacted is that which has been specified in the call of the meeting.
(c) QUORUM: Two-Thirds of the members of the Board shall constitute a quorum for the transaction of business.
(d) VOTING: A majority of those present and voting at a Board meeting shall determine any questions before the Board, unless otherwise provided herein.

3.4 RESIGNATION: Any member of the Board may resign from office by written notice or verbal notice to the Board, effective thirty (30) days after such notice or at such other shorter tune as may be specified in said notice of resignation. Attendance at less than nine (9) of the twelve (12) regularly scheduled monthly Board meetings during one fiscal year shall be considered and treated as a resignation.

3.5 VACANCIES: All vacancies on the Board shall be filled by a majority vote of the members then constituting the Board, based on recommendations from the Nominations Committee and subject to the qualifications set out in Article III, Section 3.2 herein. All persons so chosen to fill vacancies shall fulfill the unexpired portion of the vacating member’s term.

3.6 POWERS: The Board, upon election by the membership, shall have complete responsibility for control, management and implementation of all plans and activities of SLT as described and limited by the Articles of Incorporation and By-Laws. Rights exclusively reserved for the membership are specified in Article II, Section 2.4.
(a) The Board shall be responsible for all fiscal matters of SLT including: (1) the conduct of an annual membership campaign for funds; (2) receipt of gifts and donations; (3) establishment and maintenance of an annual budget with changes as found appropriate or necessary during the year; and (4) control of expenditures within the limits of the established budget.
(b) The Board shall be responsible for production and operation activities of SLT to include (1) determination of the number of plays to be produced for the forthcoming season; (2) selection, scheduling and staffing of all SLT stage productions as defined in Article IV, Section 4.2(c); Article V, Section 5.1(e); and Article V, Section 5.2(a); (3) employment and related personnel practices as defined in Article III, Section 3.7; and (4) maintenance, repair and storage of all SLT properties including buildings, grounds, stage properties, sets, costumes, equipment and library materials.
(c) The Board shall be responsible for approval of all plans and activities of the auxiliary groups who are either sponsored by or using SLT facilities.

3.7 EMPLOYMENT. Employment on a long term or continuing basis shall be controlled and managed by a printed contract jointly signed by the SLT President and the appropriate Vice-President (Production, Operations or Marketing). The contract shall clearly define the duties (including schedule and frequency as applicable), term, compensation and reporting responsibility. All written employment contracts shall require approval by a two-thirds (2/3) vote of the Board members present before signing. Any term of employment shall not exceed one year. Employment on a short term or one time basis shall be controlled and managed on the basis of a verbal contract with two conditions as follows: (1) the Board must approve the employment (SLT budget approval shall satisfy this requirement), and (2) a Board member shall be assigned by the SLT President to be responsible for assuring completion of the employment in accordance with the terms of the verbal contract. Employment of personnel in either of the aforementioned categories shall not infringe upon or deviate from the amateur, volunteer, non-profit status of SLT.

ARTICLE IV: OFFICERS, DUTIES, AND ELECTIONS

4.1 OFFICERS. The officers of SLT, all of whom shall be duly elected members of the Board of Directors per Article III, shall be the President, a Production Vice-President, an Operations Vice-President, a Marketing Vice-President, the Secretary and the Treasurer.

4.2 DUTIES.
(a) GENERAL. The duties of the officers shall be such as their title by general usage would indicate and as provided herein, and as may be assigned to them respectively by the Board from time and time.
(b) PRESIDENT. The President shall: (1) be a member of the Executive Committee; (2) preside at all meetings of SLT, of the Board and of the Executive Committee; (3) be responsible for the activities, affairs and management of SLT and for the execution and administration of the program of SLT as established by the membership, Board or Executive Committee; (4) perform all duties incident to the office of President and advise such action which may be deemed, by the President, to be in the best interest of SLT and (5) assure that all offices perform their duties properly and in a timely manner.
(c) PRODUCTION VICE-PRESIDENT. The Production Vice-President shall: (1) be a member of the Executive Committee; (2) in the absence of the President, preside at all meetings of SLT, of the Board and of the Executive Committee; (3) be responsible for coordinating the activities and be an ex-officio member of the Standing Committee for Play Reading; (4) be responsible for coordinating the activities of the Stage Properties, Sets, Costumes and Make-up Committee; (5) in conjunction with the persons chairing the above committees, prepare and file with the Finance Committee an advance schedule of costs for all productions for the fiscal year; (6) serve as a member of the Nominating Committee; (7) serve as a member of the Finance Committee; (8) appoint Directors and Executive Producers for all scheduled productions except those which the Production Vice-President chooses to be considered to direct; (9) be responsible for maintaining a calendar for scheduling all facility activities; (10) nominate a chairman for the Youth Workshop Steering Committee, and (11) be responsible for coordinating the activities of the Youth Workshop Steering Committee.
(d) OPERATIONS VICE-PRESIDENT. The Operations Vice-President shall: (1) be a member of the Executive Committee; (2) in the absence of the President and the Production Vice-President, preside at all meetings of SLT, of the Board and of the Executive Committee; (3) be responsible for coordinating the activities of and appoint Chairpersons to the Standing Committees for Box Office and Ushers, Hospitality, and Building and Grounds; (4) in conjunction with the persons chairing the above committees, prepare and file with the Finance Committee an advance schedule of costs for all productions for the fiscal year; (5) serve as Parliamentarian, advising the President, the Board and the membership on matters of procedure as set forth in Article VIII, Section 8.1; (6) chair the Finance Committee; (7) chair the Nominating Committee; and (8) plan for all expansion, remodeling, etc., of SLT facilities. All major plans or proposals for such expansion, remodeling, etc. shall be submitted to the Board for approval.
(e) MARKETING VICE-PRESIDENT. The Marketing Vice-President shall: (1) be a member of the Executive Committee; (2) in the absence of the  President, the Production Vice-President and the Operations Vice-President, preside at all of the meetings of SLT and of the Board; (3) be responsible for coordinating the activities of, and appoint Chairpersons to the Standing Committees for Programs and Publicity, Membership, Newsletter, and Grants and Fund Raising; (4) in conjunction with the persons chairing the above committees, prepare and file with the Finance Committee an advance schedule of costs for allproductions for the fiscal year; (5) serve as a member of the Nominating Committee; and (6) serve as a member of the Finance Committee.
(f) SECRETARY. The Secretary shall: (1) record the minutes of the meetings of SLT, of the Board and of the Executive Committee; (2) act as custodian of the records of SLT and for that purpose maintain and act as custodian of a safety deposit box kept in the name of SLT in a local bank; (3) at all meetings of SLT determine the status of the persons present as to their membership and right to participate and vote in such meetings, and to determine if a quorum is present for voting purposes; (4) record attendance of Board members at Regular Board meetings and notify the President of automatic resignations in accordance with Article III, Section 3.4; (5) serve as historian; (6) read communications and reports – of absent officers; (7) conduct the correspondence of SLT: (8) read pertinent correspondence to the Board and at the general membership meetings and (9) prepare a list of all approved policies and/or procedures that have occurred throughout the year for distribution to the general membership at the annual meeting.
(g) TREASURER. The Treasurer shall: (1) maintain current books of the account of SLT; (2) prepare a monthly financial report for presentation to the Board at its regular meeting and to the membership at any general meeting of SLT; (3) in conjunction with the Finance Committee prepare and submit a profit and loss statement for each production to the Finance Committee and pay only such production expenses as are authorized by the Executive Producer or the Stage and Sets Chairperson as such expenses relate to their specific areas of responsibility; (4) serve as a member of the Finance Committee; (5) with the President of the Board, or alternate approved by the Board, sign checks drawn against the cash disbursement account of SLT, for any authorized corporate expenditure; and (6) take whatever actions are necessary to maintain the Tax Exempt status of SLT with the Internal Revenue Service.

4.2 PERFORMANCE OF DUTIES. If a unanimous vote of the Executive Committee or two-thirds (2/3) vote of the Board of Directors determines that a Board member has failed to perform fully and properly the duties specified herein, said person’s membership on the Board of Directors shall be terminated.

ARTICLE V: COMMITTEES
The following paragraphs identify and describe the Standing Committees of SLT. Committee chairs shall be appointed by the Board within thirty (30) days of the position opening, and shall serve at the pleasure of the Board, subject to annual affirmation and/or review by the Board. Standing committee members shall be appointed by the Committee chair.

5.1 EXECUTIVE COMMITTEE. The Executive Committee shall be composed of the President, the Production Vice-President, the Operations Vice-President, and the Marketing Vice-President and one other Board member to be elected by the Board for a three-month period. This committee shall meet at such times and places as it shall be determined by a majority of its members or upon call of the President. The Executive Committee shall have the following duties and powers:
(a) The Executive Committee shall serve as an advisory committee to the President, as necessary, in matters concerning the administrative affairs of SLT.
(b) The Executive Committee shall have the power to authorize expenditures not exceeding Three Hundred Dollars ($300.00) for any one purpose within the limitations of the budget without calling a meeting of the Board, provided that the Board is notified at the earliest Board meeting following the expenditure.
(c) The unanimous vote of the Executive Committee can remove any Board member found to be deficient in the performance of duties, per Article IV, Section 4.6. All other action taken by the Executive Committee shall be by majority vote of its total membership.
(d) Provide reasonable assurance for the safety and well being of any person associated directly with the casting, rehearsals, or performance of any event occurring on SLT premises who requires special care, attention, or attendance.
(1) Special care, attention, or attendance may include, but not limited to:
i. Individuals with special medical, physical, mental or emotional needs
ii. Minors as defined by Louisiana State Law.
(2) Assurance includes obtaining appropriate authorization for individuals included in 5.1 (e) (1).
(e) The Executive Committee can appoint the Director for any production on which the Production Vice-President chooses to be considered as Director.

5.2 STANDING PRODUCTION COMMITTEES. The following committees shall compose the Standing Production Committees of SLT. The Production Vice-President shall be responsible for coordinating the activities of said committees as put forth in Article IV, Section 4.4 (c).
(a) PLAY READING COMMITTEE. The Play Reading Chairperson shall form a Play Selection Committee of not less than five (5) members in addition to the Chairperson and the Production Vice-President, who shall both be voting members of the Committee. Members should be knowledgeable about our theatre and our community. The Committee will solicit suggestions for plays from directors and from the theatre community in general. Directors will be asked to formally submit plays which they are willing to direct and to indicate at least two (2) time periods when they would be available to direct. Submissions should be made with the understanding that neither the committee nor the SLT Board of Directors shall be obligated to accept said submissions. Any individual submitting a package who is also a Committee member and/or Board member shall recuse himself or herself from voting on the slate. The Committee will consider all package submissions as well as other material. The Play Reading Committee will consider submissions of plays by directors as “package deals.” … The Play Reading Committee will make a final selection of six (6) plays and six (6) alternates to present to the Board of Directors. The SLT Board of Directors will then select the slate for the coming season. If the Board of Directors cannot come to an agreement on the slate of 6 shows out of the 12 submitted by the Committee, the Board shall announce the plays to be kept to the Committee and ask for a selection of additional shows to be presented to the Board within thirty (30) days. The SLT Board of Directors will then complete the slate for the coming season. After the Board selects a slate, the Play Reading Committee shall assist the Production Vice-President in engaging directors as needed.
(b) STAGE PROPERTIES, SETS, COSTUMES AND MAKE UP. This committee shall be composed of at least six (6) persons in addition to the committee chair. It shall be the duty of the committee to maintain a running inventory on all stage properties, costumes, make-up items and other tangible production property of SLT. The committee shall provide assistance to the play director and executive producer in securing production personnel in props, costumes and make-up for each production. It shall be the responsibility of the committee to provide assistance in securing set design, construction, decoration and lighting, as well as audiovisual effects for each production. The committee shall develop a system for control, storage and maintenance of the materials and equipment relating to stage sets owned by SLT and shall assure that persons operating lights and audiovisual equipment are adequately qualified.
(c) YOUTH WORKSHOP STEERING COMMITTEE (YATS). This committee shall be composed of at least eight (8) persons in addition to a chairman appointed by the Board. All members of the Youth Workshop Steering Committee shall be members of Slidell Little Theatre. It shall be the duty of the committee to develop, organize and facilitate the theatrical education and production elements for young people. It shall be the responsibility of the committee to establish workshop curriculum, to select workshop faculty and production directors, and to select plays for performance. Additionally, the committee shall maintain accurate financial records of income and expenses across two fiscal years. The committee shall, after consultation with the Production Vice-President, develop a schedule for all workshop elements that can be coordinated with the theatre’s master calendar. It shall also be the responsibility of the committee to conduct all youth activities in an orderly manner while maintaining theatre rules and policies among the participants.

5.3 STANDING OPERATING COMMITTEES. The following committees shall compose the Standing Operating Committees of SLT. The Operations Vice-President shall chair the Finance and Nominating Committees, and shall be responsible for coordinating the activities of said committees as outlined in Article IV, Section 4.4 (d).
(a) NOMINATIONS COMMITTEE. The Nominations Committee shall consist of the Past President, the three (3) Vice-Presidents, and three (3) members from the general membership appointed by the Board. The Nominations Committee shall be responsible for identifying, vetting, and recommending at least one candidate for each open position, to be presented at the annual meeting for election to the Board of Directors and shall function during the balance of the year to make recommendations to fill organizational vacancies. The Nominations Committee shall present its report to the Board not less than ten (10) days before the date of the Annual Meeting. This report shall constitute the official ballot, except as may be amended from the floor as outlined in Article III, Section 3.2 (c). Failure of the Nominations Committee to comply with any of the time provisions hereof shall not invalidate any election otherwise valid.
(b) FINANCE COMMITTEE. This committee shall be composed of six (6) members. Two (2) of these members shall be selected from the general membership; others shall be the Treasurer, Production Vice-President, Operations Vice-President, and the Marketing Vice-President. The Finance Committee shall have the following duties and powers: (1) prepare and submit an Annual Budget for the operation and management of SLT to the Board for its approval and adoption not later than the first Board Meeting following the general election as specified in Article VII, Section 7.1 and (2) review all proposed expenditures of whatsoever nature of line items within the annual budget, subject to the approval of the Board.
(c) BOX OFFICE AND USHERS. This committee shall be composed of at least four (4) members in addition to the committee chair. It shall be the responsibility of this committee to plan and carryout seating and reservation procedures; to be at the Box Office for adequate time periods before and during all performances; to account to the Treasurer for each production for the sale of tickets, and to provide the necessary ushers for each performance.
(d) BUILDING AND GROUNDS. This committee shall be composed of at least three (3) members in addition to the committee chair. The Building and Grounds Committee shall be responsible for keeping the Playhouse and the premises clean and in good repair, in accordance with the budget. This work shall be done by the committee with assistance from the general membership. The Playhouse, including all physical properties of the Playhouse such as seats, curtains, plumbing, etc., shall be kept in a clean and orderly manner before, during and after productions. The Building and Grounds Committee shall be responsible for planning and carrying out the necessary operation and maintenance of the building facilities of SLT.
(e) HOSPITALITY. This committee shall be composed of at least two (2) members in addition to the committee chair. It shall be the duty of the committee to provide refreshments at each production performance, to keep the refreshment area clean and to account to the Treasurer after each production for purchases and sales.
(f) VOLUNTEER COORDINATOR. This committee shall be composed of at least two (2) members in addition to the committee chair. It shall be the duty of the committee to solicit volunteers within the membership and non-members to serve on various committees, assist in building sets, and perform other functions necessary to support and promote the theatre.

5.4 STANDING MARKETING COMMITTEES. The following committees shall compose the Standing Marketing Committees of SLT. The Marketing Vice-President shall be responsible for coordinating the activities of such committees as put forth in Article IV, Section 4.4 (e).
(a) PROGRAMS. This committee shall be composed of at least two (2) members in addition to the committee chair. It shall be the responsibility of the committee to: (1) prepare and have printed the program for each production; (2) acquire advertisers to place ads in the program to defray the cost of program production; (3) work closely with the director, cast and production staff prior to and during productions in an effort to assure accuracy of the program and the proper recognition of those who provided help in the production.
(b) MEMBERSHIP COMMITTEE. This committee shall be composed of at least three (3) members in addition to the committee chair. The membership committee shall organize and carryout a program or campaign for the purpose of obtaining new members and securing the renewal of old memberships. This committee shall be responsible for maintaining an accurate and up-to-date alphabetical listing of SLT membership.
(c) GRANTS AND SPECIAL FUND RAISING COMMITTEE. The Grants and Special Fund Raising Committee duties shall include: (1) responsibility for filing of any and all grants that may contribute to the financial well-being of SLT; and (2) being in charge of special fund raising projects for SLT.
(d) PUBLICITY. This committee shall be composed of at least two (2) members in addition to the committee chair. It shall be the responsibility of the committee to: (1) work closely with the director, cast and production staff prior to and during productions in an effort to publicize the production in the press and other communication media; (2) work closely with the Membership Committee during the membership campaign, and (3) to identify opportunities for the advancement of the theatre’s mission through the media.

5.5. SPECIAL COMMITTEES. Special committees may be appointed from time to time as the President and the Board deem necessary. The President, with the approval of the Board, shall appoint the chair for each special committee. Said chair will select no fewer than three (3) committee members. The purpose and scope of each Special Committee shall be outlined at the time it is created.

ARTICLE VI: PRODUCTION ORGANIZATION

6.1 DIRECTOR. The Director of a production shall be responsible for the business, artistic and technical functions specifically related to the production of a play. The detailed duties and responsibilities of the Director shall be as follows:
(a) AUDITIONS. It shall be the Director’s responsibility to set audition dates, which must be approved by the Production Vice-President.
(b) CASTING. The Director shall have complete authority to cast from among those who participate in auditions.
(c) REHEARSALS. The Director shall establish a schedule of rehearsals for each production.
(d) PRODUCTION STAFF. Selection of a production staff, except for the Executive Producer shall be the responsibility of the Director. This applies to all functions of the production except those areas where a permanent chairperson has been appointed. Full coordination with said Chairperson shall be required per Article IV, Section 4.4 and Article V.
(e) FINANCE. The Director shall, with the Producer, develop a production budget to be filed with the Treasurer. Any planned expenditure in excess of the proposed budget shall be approved by the Finance Committee and the Board prior to such expenditure.
(f) CONDUCT. The Director shall make certain that the cast and production staff conduct themselves in an orderly manner while on theatre premises.
(g) HOUSEKEEPING. During rehearsals, the Director shall make certain that the cast, crew, and production staff observe the prevailing rules regarding smoking, eating, and drinking in the theatre and that rehearsal litter is properly disposed of.
(h) SECURITY. Securing the facility at the end of all rehearsals and performances shall be the responsibility of the Director.

6.2 PRODUCER. There shall be a Producer for each production of SLT. Selection of the Producer shall be made bythe Production Vice-President. The Producer may be appointed to serve as Producer for more than one production per season, but must be appointed or sel ected for each one individually. The detailed duties and responsibilities of the Producer shall be as follows:
(a) The Producer will assist the Director in the development of a proposed budget for each production. The budget shall be determined, as to the total expenditure figure, by the Finance committee as set out in the annual budget. Only those expenditures which exceed the total budget limit shall require approval by the Finance Committee and the Board, per Article VI, Section 6.1 (e).
(b) The Producer shall be solely and totally responsible for disbursal of monies for, and receiving bills for any and all budget expenses connected with the production.
(c) The Producer shall have authority to alter production committee budgets as long as the total production budget is not exceeded.
(d) The Producer shall be responsible for coordinating the activities of all production committees, excluding Hospitality, and Box Office and Ushers, and shall make certain that each of these production committees performs its responsibilities in compliance with the Director’s wishes and in support of the Director’s artistic interpretation of the production.
(e) The Producer, in conjunction with the Treasurer, shall be responsible for (1) preparing and submitting a report of budget expenditures to the Finance Committee within thirty (30) days after the last day of the production, and (2) preparing and submitting a profit and loss statement for each production to the Finance Committee and the Board within thirty (30) days after the last day of production.

ARTICLE VII: FISCAL

7.1 YEAR. The fiscal year shall begin on July 1st of each year and end on June 30 of the following year.

7.2 BUDGET. The Finance Committee shall prepare and submit an Annual Budget for the operation and management of SLT to the Board for its approval and adoption not later than the first Board meeting following the General Election. In the preparation of the annual budget a portion of all membership fees shall be prorated to each production of the season.

7.3 AUDIT. There shall be an annual CPA review by a certified public accountant to be recommended by the Operations Vice-President and approved by the Board. Said review shall be made not later than sixty (60) days following the conclusion of the fiscal year. There shall be an audit once every three (3) years in lieu of the annual CPA review. Said audit shall be done by a certified public accountant to be recommended by the Operations Vice-President and approved by the Board and shall be completed no later than six (6) months following the conclusion of the fiscal year.

ARTICLE VIII: GENERAL

8.1 PROCEDURE. The latest edition of Roberts Rules of Order shall govern all deliberations and proceedings of SLT and of the committees and of the Board, except when in conflict with the SLT Articles of Incorporation or By-Laws. Adherence to these rules of procedure shall be the responsibility of the Operations Vice-President, one of whose duties is to act as Parliamentarian.

8.2 AMENDMENT. These By-Laws may be amended at any general or special membership meeting of SLT upon the affirmative vote of two-thirds (2/3) of the members present at such meeting, provided that a copy of any proposed amendment for consideration at said membership meeting shall have been mailed, via U.S. Mail, or electronically to members who have indicated such preference, to each voting member at least thirty (30) days prior to said meeting. Proposed by-law amendments, having been duly published, may be further amended from the floor with an affirmative vote of two-thirds (2/3) of the voting members present at the meeting.

8.3 OFFICIAL NOTICE. Notice in the official publication of SLT shall constitute notice, written or otherwise as required herein. Requirements as to written notice will be satisfied if mailed via U.S. Mail, or transmitted electronically to members who have indicated such preference, to the last known postal address or email address, as shown on the records of the Membership Chair, of each person to whom such notice must be given. Electronic mail or email shall be recognized as the electronic version of the paper-based mail system and that “written communication” is defined as a medium for communication that entails the written word, including email.

8.4 PRECEDENT. Actions or responsibilities not specifically set forth in these By-Laws shall not be governed by precedent. Any actions or responsibilities not specifically set forth in these By-Laws shall require an appropriate amendment to the By-Laws thereby giving a legal basis for such action or responsibilities.

8.5 TEMPORARY SUSPENSION OF BY-LAWS. An article or section of these By-Laws may be temporarily suspended for a limited period of time, to be specified, at any general or special membership meeting of SLT upon the affirmative vote of two-thirds (2/3) of the members present at such meeting, provided that a printed or electronic copy of any proposed suspension for consideration at said membership meeting shall have been mailed via U.S. Mail, or sent electronically to members who have indicated such preference, to each voting member at least thirty (30) days prior to said meeting. At the end of the specified time period of suspension, the By-Laws automatically revert to their original form.