Educational Theatre Association
Alabama Chapter Bylaws
Article I: Name and Purpose
Section 1.1 This organization shall be known as Alabama Thespians, a chapter of the Educational Theatre Association.
Section 1.2 The purpose and aim of the state chapter is to:
Advocate for and celebrate excellence in theatre arts education at the school, community, and state levels.
To promote a passion for the art of theatre.
To empower students through theatrical and leadership experiences that provide creative enrichment for students and teachers.
Article II: International Affiliation and Supremacy
Section 2.1 The Alabama Thespians is a chapter of the Educational Theatre Association, hereinafter referred to as EdTA, and its student organization the International Thespian Society, hereinafter referred to as ITS.
Section 2.2 The Alabama Thespians shall in every way be bound and subject to the Articles, Amendments and By-Laws of the Constitution of the ITS and EdTA.
Section 2.3 All powers and rules not stated in this Alabama Thespians By-laws shall be left to the ITS and EdTA who may delegate power to the state Chapter Director, the Board, or to the Individual troupe.
Article III: Membership and Organization
Section 3.1 Membership qualifications for schools, directors, students, professionals or otherwise for Alabama Thespians will adhere to the membership provisions of EdTA
Section 3.2 Schools that serve as current members of EdTA qualify for membership to Alabama Thespians. Directors of theatre programs for those schools qualify as members as well.
Section 3.3 Honorary state level memberships may be granted to adult persons for unusual and worthy assistance in the promotion of dramatic arts, conferred by majority vote of the Executive Board.
Section 3.4 Alabama Thespians shall be organized to include a Chapter Board, non board member Troupe Directors, their students, EdTA Professional, Pre Professional, Emeritus, and Affiliate Members.
Article IV: Chapter Board
Section 4.1 Powers and Duties: The entire direction and management of the affairs of Alabama Thespians shall be vested in the Chapter Director(s) and Chapter Board who shall have complete discretion over the business activities, funds (such as expenditures and disbursements), and properties of Alabama Thespians necessary to carry out the purposes and activities of Alabama Thespians.
Section 4.2 Qualifications: Any active EdTA member in good standing, residing in the state is eligible to serve on the Chapter Board. In selecting Appointed Board Members, the Chapter Director shall consider the needs of Alabama Thespians in determining the person(s) whose qualifications best serve Alabama Thespians.
Section 4.3 Chapter Board Members: The Chapter Board shall consist of the following: (a) the Chapter Director or Co Chapter Directors; (b) optionally the Previous Chapter Director(s) without voting rights aka ex officio; and (c) Appointed/Elected Board Members. The Chapter board shall be organized as an Executive Board (known as the Governing Board), an Auxiliary board and a Student Thespian Officer Board. The number of Board Members may be increased by an affirmative majority vote of the Governing Board. No decrease in the number of Board Members shall have the effect of removing any Board Member prior to the expiration of such Board Member’s term of office.
Section 4.4 Board Positions:
Section 4.4.1 Executive Board shall consist of the following officers: Chapter Directors(s), Treasurer/CFO, Secretary/Communication Director, State Thespian Officer Director, Festival Director, and other appointed Executive Board Members.
Section 4.4.2 All other chapter board positions will be appointed by the chapter director.
Section 4.5 Election/Appointment Procedures:
Section 4.5.1 Chapter Director(s): As established by EdTA
Section 4.5.2 Executive Board Members: Appointed by Chapter Director(s) the month following State Festival of their final year in office conferred by existing Executive Board. Candidates must be existing State Board Members.
Section 4.5.3 State Board Members: Applications are offered to all Alabama Thespians members each year and are due in weeks following Annual Festival. Applicants may apply for specific board positions if desired, however, once members they could be offered a position on a different board or committee based on their application. Applications include, (a) a short description of their vision for the future of Alabama Thespians, (b) what contributions applicants can make to the board as a whole, and (c) the top three Festival Coordination Jobs. Applications reviewed and Members appointed by CD and Executive Board.
Section 4.6 Term in Office: Executive Board: as directed by board position held, resignation, or unable to fulfill duties; Chapter Directors: 4 Years as dictated by EdTA; Executive Board: 2 Years with an option to renew; Auxiliary Board: 1 Year; State Thespian Officers: 1 Year.
Section 4.7 Board Member Removal: The Executive Board may remove any Appointed Members (excluding a Chapter Director – see section 4.8) by a majority vote of the Governing Board, at a meeting duly called and held for such purpose. After consultation with the Executive Board, the Chapter Director(s) have the right to remove any non-Executive member of the board from office at any time.
Section 4.8 Chapter Director Removal: The Chapter may remove a Chapter Director by a majority vote of the Governing Board at a meeting duly called and held for such purpose.
Section 4.9 Vacancies: The Chapter Director may fill any vacancy that may occur in the Chapter Board by appointment of a successor Board Member to hold the respective office during the unexpired term of the vacant position.
Section 4.10 Festival Staff: The Chapter Director(s) may appoint Festival Staff. Festival Staff shall perform such functions as assigned to it by the Chapter Board. The Chapter Director shall have the power to establish terms of office for members of Festival Staff and to fill vacancies in, or change the membership of, a Festival Staff position.
Section 4.11 A board member shall be removed from his or her position after one unpardoned absence. Unpardoned absences shall be determined by the Chapter Director.
Article V. Meetings:
The Chapter Board will meet a minimum of 5 times an academic year. Board meetings and attendance requirements are as follows.
Annual Retreats – Attendance is required for all Board Members (Executive Board Members and STO). If unable to attend, adults may work as Festival Staff and STO’s will be unable to continue as an Officer.
August/September Board Meeting – Attendees include Executive, Auxiliary, and STO Board.
November Executive and STO Board Meeting – Attendees include Executive Board Members. STO Board will meet concurrently.
December meeting – Attendees include Executive Board Members. STO Board will meet concurrently.
February Registration Processing – Attendance is requested of all local Chapter Board Members. Required for All STO’s as it runs alongside Jr. Festival.
*February Executive Board Meeting – Follows Registration Processing. Attendees include Executive Board members.
*After Action Review – Unofficial Meeting. Attendance is requested/encouraged for all local board members on the Sunday following Festival.
*May Executive Board Meeting – Executive Board Members.
*Denotes meetings not held every year.
Section 5.1 Notice of Meetings. Written notice of each meeting of the Chapter Board stating the place, if any, and the time thereof shall be delivered personally, by email or other electronic means, no less than 14 days before the meeting to each Board Member at his or her electronic address according to the current records of Alabama Thespians.
Section 5.2 Quorum and Voting:
Section 5.2.1 Quorum. A majority presence of invited Chapter Board attendees at a meeting (including Executive Board Meetings) shall constitute a quorum.
Section 5.2.2 Voting. At all meetings of the Executive Board and Auxiliary Board shall be entitled to cast one vote on any seconded vote coming before the respective Board. In the event of a tie a majority vote from the Executive Board shall count as an additional vote. A Board Member shall not appoint a proxy or vote by proxy at a meeting of the Board.
Section 5.3 Attendance through Electronic Communications Equipment. When deemed necessary a meetings of the Chapter Board, or Executive Board may be held through any electronic communications equipment if all persons participating can hear each other or contemporaneously communicate with each other. Such participation shall constitute presence at such meeting.
Article VI. Duties of Executive Board Member Officers
Section 6.1 Chapter Director(s) shall have the following duties:
- Act as the Chief Officer(s) of Alabama Thespians with has final authority on governing matters before the Chapter Board.
- Preside at all meetings of the Chapter Board.
- Sign the records of Alabama Thespians and in general perform all duties usually incident to such office or which may be required by the Chapter Board, including the enforcement of these Regulations and all rules promulgated by the Board;
- Be a state spokesperson for Alabama Thespians, EdTA, and the Chapter Board; and other leadership logistical duties as required to support board activities and events.
- Run the Advocacy program for Alabama Thespians.
Section 6.2 Treasurer/CFO:
- Supervise the keeping of monies, assets, and liabilities of Alabama Thespians.
- Facilitates all accounts payable and receivable needs.
- Keep accurate accounts of all finances of Alabama Thespians, hold the books open for examination, and present to the Board financial reports at least quarter-annually.
- Present to the Board at the annual meeting a written financial report for the most recently completed fiscal year.
Section 6.3 Director of Communication / Secretary:
- Take and keep or supervise the taking and keeping of accurate written minutes of all meetings of the Board.
- Supervise the custody of the records and documents of Alabama Thespians.
- Assist the Chapter Director(s) and Executive Board with sending drafted communication amounts our board and membership.
Section 6.4 Director of State Thespian Officers:
- Provide for representation of the concerns and opinions of STO leadership to the Chapter Board.
- Provide direction on annual deliverables and responsibilities.
- Establish bi monthly check ins with entire STO board through email, text, phone, or other communication vehicle.
- Provide resources on leadership and ensure enriching experience for STOs.
Section 6.5 Festival Director:
- Point of Contact for ensuring events are planned and launched on schedule.
- Ensures registration opens on time and pre event communication is sent
- Coordinates annual State Thespian Festival.
- Works with Festival Site Coordinator & Tech Coordinator.
- Coordinates all Festival Chairpersons/Coordinators.
- Assigns duties as needed.
Section 6.6 Membership Coordinator:
- Tracks Alabama State Thespian Troupes’ affiliation records and liaison with EdTA membership department.
- Responsible for strategy and direction on activities related to recruitment, retention, and advocacy.
- Ensures robust awareness of our key Advocacy/Fundraising Efforts.
- Works with STO’s and ensures messaging is delivered on Social Media Platforms.
- Communicates with all Troupes Fundraising platform/approach as well as ideas and reminders.
- Helps draft and delivery advocacy centered messaging for mailings.
Section VII: State Thespian Officers
Section 7.1 State Thespian Officers. An officer must be a student in good standing within an Alabama Troupe and the International Thespian Society. An officer must be able to complete the term of office while still enrolled as a high school student in the state of Alabama and be actively engaged with their troupe and hold the support of said troupe and the Troupe Director. Maximum of two students can be supported by a Troupe for any given year.
Section 7.1.1 Assignments. Each Student Officer will be expected to perform duties delegated to them by the board, attend all required board meetings, attend leadership events, and serve as the liaison to the students of troupes around the state as an arts advocate.
Section 7.2 Student Officer Elections. Each Troupe may nominate no more than two students per year to run for the Student State Board.
Section 7.3 Term of Office. The term of office shall be from the close of Alabama Thespian Festival to the close of the next year’s festival.
Section 7.4 Removal. Any State Thespian Officer who misses more than two meetings within a full year will be considered for removal. The Chapter Director has the right to remove any student member of the board from office at any time after consultation with the Executive Board.
Section 7.5 Vacancy. If a vacancy exists for the State Thespian Officer Board, the remaining State Thespian Officers will fulfill the unassigned responsibilities created by the vacancy.
Article VIII. Miscellaneous:
Section 8.1 Fiscal Year. Unless otherwise fixed by the Chapter Board or EdTA, July 1st, shall set the fiscal year of Alabama Thespians.
Section 8.2 Amendments. The Chapter Board may amend, repeal or restate Alabama Thespians Articles of Incorporation at any meeting of the Board by an affirmative two-thirds vote of the Voting Members present at a meeting at which a quorum is present; provided, however, that notice of any such proposed change or changes to such documents shall be included with the notice for such meeting at least thirty days before such meeting.
Section 8.3 Indemnification. Alabama Thespians shall indemnify, to the full extent permitted by the nonprofit corporation laws of the State of Alabama each person who was, is, or will be a Board Member, officer, committee member, or employee of Alabama Thespians against any liability, cost or expense incurred by such person in such person’s capacity as such a Board Member, officer, leadership coach (or the equivalent), committee member, or employee, or arising out of such person’s status such as a Board Member, officer, committee member, or employee (including serving at the request of Alabama Thespians as a director, officer, partner, member, employee or agent of another organization). Alabama Thespians shall be obligated to maintain insurance, at its expense, to protect itself and any such person against any such liability, cost or expense.
Section 8.4 Authority to Borrow, Encumber Assets. No board member, officer, or employee of Alabama Thespians shall have any power or authority to borrow money on its behalf, to pledge its credit or to mortgage or pledge its real or personal property except within the scope and to the extent of the authority delegated by the Board.
Section 8.5 Deposit of Funds. All funds of Alabama Thespians shall be deposited to the credit of Alabama Thespians in such banks, trust companies or other depositories as the Chapter Director(s) and Treasurer/CFO approves or designates, and all such funds shall be withdrawn only in the manner or manners authorized by the Chapter Director(s), and Treasurer/CFO
Section 8.5.1 Expenditure of Funds – any item(s) purchased with monies from Alabama Thespians shall become and remain property of Alabama Thespians.
Section 8.6 Conflicts of Interest.
Section 8.6.1 Gifts. No Board member, officer or employee of Alabama Thespians shall solicit or accept, directly or indirectly, anything of substantial monetary value (including any gift, gratuity, favor, entertainment, loan or other consideration) from any person or entity which has, or is seeking, a contractual, donative, employment, financial or other beneficial relationship with Alabama Thespians without first making a disclosure, in writing, of such conflict of interest to the Executive Board.
Section 8.6.2 Conflict of Interest Procedure. When the Board is considering a proposed transaction that may benefit the private interest of an officer or Board Member, prudence shall be practiced. If a board member is found to have held a conflict of interest while serving the board, they may be dismissed by a majority vote of the Executive Board.
Section 8.7 Dissolution. The Members may dissolve Alabama Thespians pursuant to the applicable provisions of the nonprofit corporation laws of the State of Alabama.
Section 8.8 Emergency. The Board may suspend the provisions of the constitution in case of emergency, such as natural disaster, imminent threat (such as violence, fire, structural and the like).
Section 8.9 National Registry: – All Board Members, Workshop Leaders, Keynote Speakers, Festival Staff must be cleared on National Sex Offender Registry.
Section 8.10 EdTA Membership: – All Alabama State Board Members must be active EdTA Members for the duration of their term. Alabama Thespians does not reimburse or cover the cost of EdTA Membership.
Section 8.11 Reimbursement and Travel:
Section 8.11.1 EdTA Summit: Alabama Thespians pays for Chapter Director(s) room, flight, departure, arrival, and return Airport Transportation (as needed). If decided by majority vote of the Executive Board Alabama Thespians will extend same coverage for additional board members to attend. Attendees will receive a per diem of $40 a day, not to include alcohol.
Section 8.11.2 EdTA National Conference: Alabama Thespians pays for Chapter Director(s) room, flight, departure, arrival, and return airport transportation (as needed). Meals not covered by EdTA are to be paid by attendee. This will be enacted when the chapter has the financial ability to sustain the yearly costs.
Section 8.11.3 International Thespian Festival: If not sponsored by their own school, or otherwise, Alabama Thespians pays for Chapter Director(s) room, flight, departure, arrival, and return airport transportation (as needed). Meals not covered in Festival Schedule are to be paid by attendee.
Section 8.12 Whistleblower Policy: shall align with EdTA Whistleblower policy.
Ratified on: 07/06/2018
Amendments:
Financials
Alabama Educational Theatre Association Financial Reports