Constitution & By-Laws

Clinton County Showcase

Constitution & By-Laws

Originally prepared 27 October 1994 by Mike Huelsmann & Deb Stratmann

 

Updated 10 June 1996 by then-present Board of Directors and CCS Members

 

Updated 1 June 2004 by Constitution Committee Betty Henze, Mike Huelsmann, Steve Klostermann, Barb Richter, and Lori Wahl

 

Updated April-October 2008 by Constitution Committee members Mike Huelsmann, Steve Klostermann, Rachel Luebbers, Dustin McSparin, and Glenn Saltamachia (ratified effective June 1, 2009)

 

 

CONSTITUTION

Article I NAME

 

The name of this organization shall be “Clinton County Showcase.”

 

Article II PURPOSE

 

The purpose of this organization shall be:

 

  • Promotion of the arts in all aspects through the organized efforts of its members in the community of Clinton County and the surrounding area through active, constructive, artistic projects.

 

  • It shall be the further purpose of this organization to provide to the men and women of Clinton County and the surrounding area educational experiences through art related projects, seminars, and workshops.

 

Article III AFFILIATION

 

This organization shall be in no way affiliated with any other such organization, until such time as the Board sees it to be in the best interest of the organization and the community of Clinton County as a whole.

 

Article IV MEMBERSHIP

 

Section 1. Any person interested in promoting the objectives of this organization shall be eligible for membership in the organization with full privileges thereof, as set forth in the By-Laws.

 

Section 2. There shall be no discrimination for membership as to race, creed, religion, sex, or age.

 

Section 3. Membership categories shall be classified in accordance with the By-Laws.

 

 

Article V GOVERNMENT

 

Section 1. The government of this organization shall be vested in a Board of Directors consisting of four (4) Officers (Executive Director, Assistant Executive Director, Secretary, and Treasurer) and seven (7) Directors (Artistic Director, House Management Director, Maintenance Director, Production Management Director, Publicity Director, Technical Director, and Ticketing & Membership Director).

 

Section 2. The official term of the Clinton County Showcase Board shall be June 1st of each year, concurrent with the beginning of the Clinton County Showcase season.

 

Section 3. The Officers of this organization shall be elected in the manner prescribed in the By-Laws and shall hold office for a period of one year or until their successors are duly elected and qualified.  Directors shall be elected in the manner prescribed in the By-Laws and shall hold office for a period of two years or until their successors are duly elected and qualified or until they are elected to an executive office of the organization.

 

Section 4. No person on the Board of Directors shall receive compensation for his/her services to the organization.

 

Section 5. In the event that this organization should disband, all properties shall be equally distributed to the educational institutions of Clinton County as seen fit by the Clinton County Superintendent of Schools.

 

 

 

 

 


Article VI TAX STATUS

 

Section 1. The organization is organized exclusively for charitable, religious, educational, and/or scientific purposes under section 501(c)(3) of the Internal Revenue Code.

Section 2. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to, its members, trustees, officers or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purpose set forth in the purpose clause hereof.  No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.  Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or corresponding section of any future federal tax code.

Section 3. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.

 

 

 

 

 

 

 

 

BY-LAWS

Article I MEMBERSHIP

 

The membership of this organization shall be classified and receive corresponding benefits as follows:

 

  1. Show Sponsor ($1000 annual donation)
    1. Name of individual or business on title page of the playbill of the sponsored show.
    2. Name of individual or business prominently displayed at the performance venue during every sponsored show performance.
    3. Name of individual or business mentioned during each performance’s pre-show announcements or during each performance’s intermission.
    4. Up to twenty-five (25) tickets for the sponsored show’s opening night performance (or alternative performance if desired).
    5. Recognition as show sponsor in all show’s press releases, PSAs, advertisements, and publicity fliers.
    6. Subscription to the quarterly newsletter.
    7. Voting privilege (1 vote) at the annual election meeting in April.

 

  1. Benefactor ($500 annual donation)
    1. Name of individual or business in all current season playbills and programs.
    2. Up to four (4) season tickets for the current season.
    3. Quarter-page ad in each playbill of the season.
    4. Subscription to the quarterly newsletter.
    5. Voting privilege (1 vote) at the annual election meeting in April.

 

  1. Angel ($200 annual donation)
    1. Name of individual or business in all current season playbills and programs.
    2. Up to four (4) season tickets for the current season.
    3. Subscription to the quarterly newsletter.
    4. Voting privilege (1 vote) at the annual election meeting in April.

 

D.  Star ($100 annual donation)

  1. Name of individual or business in all current season playbills and programs.
  2. Up to two (2) season tickets for the current season.
  3. Subscription to the quarterly newsletter.
  4. Voting privilege (1 vote) at the annual election meeting in April.

 

  1. Friend ($50 annual donation)
    1. Name of individual or business in all current season playbills and programs.
    2. Up to one (1) season ticket for the current season.
    3. Subscription to the quarterly newsletter.
    4. Voting privilege (1 vote) at the annual election meeting in April.

 

  1. Supporter ($25 annual donation)
    1. Name of individual or business in all current season playbills and programs.
    2. Subscription to the quarterly newsletter.
    3. Voting privilege (1 vote) at the annual election meeting in April.

 

G.  Basic Member ($10 annual donation)

  1. Subscription to the quarterly newsletter.
  2. Voting privilege (1 vote) at the annual election meeting in April.

 

H.  Guardian Angel (recognition by the Board of Directors as those who provided substantial in-kind services to the organization during the preceding season)

  1. Name of individual or business in all current season playbills and programs.
  2. Up to two (2) season tickets for the current season.
  3. Subscription to the quarterly newsletter.
  4. Voting privilege (1 vote) at the annual election meeting in April.

 

 

 

 

 

Article II GOVERNMENT

 

  1. The government of this organization shall be vested in a Board of Directors as described in the Constitution.

 

  1. The Board of Directors shall have ultimate control of the property of the organization and management responsibility over the organization.  Funds of the organization shall be withdrawn from the bank or banks in which they are deposited on the signature of the Treasurer or Executive Director.

 

  1. Vacancies in any office, by reason of death, resignation, or other causes, shall be filled by appointment of a majority vote of the Board of Directors; such appointees are to serve the duration of the term of the vacated office until the next annual election.

 

D.  It shall be the responsibility of the Board to perform prior investigation on all proposed suspensions or removal before it is brought before the membership.

 

  1. At the discretion of the Board, a three-person Audit Committee may be appointed to audit and verify the financial status of the organization and report their findings to the membership as directed.

 

Article III MEETINGS

 

  1. The organization shall hold regular monthly meetings on such dates agreed upon by the Board of Directors.  Special meetings of the Board of Directors may be called by the Executive Director or the Secretary.  There shall further be an Annual Officers/Directors Nomination Meeting to be held concurrent with the March meeting and an Officers/Directors Election Meeting to be held concurrent with the April meeting.

 

  1. At all meetings, a simple majority of the Board must be present to constitute a quorum.  No formal action may be taken without a quorum.
  2. All regular monthly meetings of the Board of Directors shall be open to any member of the organization in good standing.

 

Article IV OFFICERS’ DUTIES

 

A. Executive Director

  1. Presides at all meetings, supervises the organization’s affairs and activities, and makes an annual report to the members.
  2. Serves as the organization’s liaison for all community events.
  3. Votes only in the event of a tie vote.
  4. Approves and executes all reasonable charitable requests at his/her own discretion.
  5. Facilitates the organization’s annual summer scholarship awards.
  6. Along with the other three Officers, makes the final decision to cancel performances of any shows (due to inclement weather, injured performers, or other emergency circumstances that may arise).
  7. Serves as a de facto committee member on all four (4) organization Committees.

 

B. Assistant Executive Director

  1. Presides at all meetings in the absence of the Executive Director.
  2. Chairs (or designates a chair for) all ad-hoc committees temporarily formed for a specific organization need or project.  Examples include (but are not limited to) Building Renovation Committee, Gala Organization Committee, or other “specific one-time event” committees.
  3. Organizes all educational projects, seminars, and workshops Clinton County Showcase produces for the general public.
  4. Along with the other three Officers, makes the final decision to cancel performances of any shows (due to inclement weather, injured performers, or other emergency circumstances that may arise).
  5. Chairs the organization’s Fundraising sub-Committee.
  6. Serves as an active member on the organization’s Finance Committee

 

C. Treasurer

  1. Keeps the books, disburses funds at the direction of the Board of Directors, and makes financial reports at all monthly meetings.
  2. Has discretionary authority to pay all routine bills (e.g. utilities) as they arrive and reports these to the Board at the monthly meetings.
  3. Investigates any unusual bills and reports on these to the Board at the monthly meetings before disbursing payment.
  4. Along with the other three Officers, makes the final decision to cancel performances of any shows (due to inclement weather, injured performers, or other emergency circumstances that may arise).
  5. Chairs the organization’s Finance Committee

 

D. Secretary

  1. Notifies all members of all regular and special meetings.
  2. Keeps a permanent record of the minutes and attendance at such meetings.
  3. Obtains the organization’s mail and disseminates all correspondence to the appropriate parties within the organization.
  4. Compiles and mails the organization’s quarterly newsletter to all members.
  5. Maintains the organization’s mailing list.
  6. Along with the other three Officers, makes the final decision to cancel performances of any shows (due to inclement weather, injured performers, or other emergency circumstances that may arise).
  7. Serves as an active member on the organization’s Public Relations Committee

 

Article V DIRECTORS’ DUTIES

 

A. Artistic Director

  1. Assists each production team in developing an overall production design.
  2. Works with each production team to analyze production needs, conduct background and conceptual research, and create designs for all facets of each production.
  3. Along with each production team, monitors the implementation of each production design.
  4. Chairs the organization’s Production Committee.
  5. Chairs the organization’s Show Selection sub-committee where, along with the Production Management Director and Technical Director, he/she shall recruit production directors AND managers for each season of shows and advises directors on show selection and production standards and capabilities.

 

C. House Management Director

a.  Ensures proper staffing of ushers, concessionaires,                       and 50/50 ticket salespersons at each production.

b. Maintains the general cleanliness and upkeep of the theater’s entrance and lobby.

c. Coordinates the production of playbills for each production.

d. Organizes the setup of chairs, tents, concession stands, box office tables, and fence for the outdoor venue productions.

e. Ensures an adequate supply of concessions, 50/50 tickets, popcorn supplies, and other “House needs.”

f.   Chairs the organization’s Facilities Committee.

 

D. Maintenance Director

a.  Ensures all aspects of building and maintenance upkeep, including structural, safety, and aesthetic concerns.

b. Recommends changes or improvements to the theater facility, as well as the outdoor venue.

c. Pays special attention to any potential safety hazards present at both venues and reports these immediately to the Executive Director.

d. Monitors possession of all keys to buildings and other organization storage facilities.

e. Serves as an active member on the organization’s Facilities Committee.

 

E. Production Management Director

a. Secures licensing rights for each show, and communicates the requirements of each licensing agreement to the necessary personnel, including production teams and the Public Relations Committee.

b. Works with each production team to develop a budget, as well as financial goals, for each production.

c. Monitors each show’s expenses and has discretionary authority to approve a production team’s reasonable requests for unusual or emergency expenditures.

d. Serves as an active member on the organization’s Production Committee.

e.  Serves on the organization’s Show Selection sub-committee where, along with the Artistic Director and Technical Director, he/she shall recruit production directors AND managers for each season of shows and advises directors on show selection and production standards and capabilities.

 

 

G. Publicity Director

a. Promotes and advertises each organization event through appropriate media outlets.

b. Supervises production of publicity fliers and other printed show publicity materials, ensuring inclusion of all contractually required verbiage per the licensing agreements.

c.  Coordinates press releases, public service announcements, and other media coverage for each organization event, including all auditions and show performances.

d. Ensures the organization’s website appropriateness, maintenance, and accuracy.

e. Ensures ample publicity photographs of each show.

f.   Chairs the Public Relations Committee.

 

H. Technical Director

a. Maintains an inventory list of all production equipment, including lighting systems, sound systems, set pieces, and costumes.

b.  Chairs (or designates a chair for) the following subcommittees: lighting, sound, costumes, sets, props, and other production support committees as warranted.

c. Advises each production team on the parameters of the organization’s technical capabilities.

d. Reports any problems with the organization’s technical equipment to the Board and arranges for repairs or replacements as necessary.

e. Recommends the purchase of new technical equipment if warranted.

f.   Monitors and approves all borrowed equipment.

g. Serves as an active member on the organization’s Production Committee.

h.  Serves on the organization’s Show Selection sub-committee where, along with the Artistic Director and Production Management Director, he/she shall recruit production directors AND managers for each season of shows and advises directors on show selection and production standards and capabilities.

 

  1. Ticketing & Membership Director
    1. Chairs (or delegates a chair for) the following subcommittees: membership and box office.
    2. Ensures proper box office staffing for each production.
    3. Processes all ticket orders, including season tickets, advance ticket sales, and ticket sales at the door.
    4. Ensures printing, distribution, and maintenance of all tickets.
    5. Gives appropriate group rates per the House Management Committee’s guidelines.
    6. Promotes membership renewals and new memberships.
    7. Maintains appropriate financial records of membership dues and ticket sales.
    8. Forwards all new membership and season ticket holder information to the Secretary for updates to the mailing list.
    9. Serves as an active member of the organization’s Public Relations Committee.

 

Article VI COMMITTEES

 

A. Facilities Committee

a. The Facilities Committee is chaired by the House Management Director and consists of the Maintenance Director and other organization volunteers interested in the Committee’s directives.

b.  This Committee is generally charged with securing the venue for each organization event, securing house personnel for each organization event (including venue usage by outside parties as approved by the Board of Directors), maintaining a professional appearance in both the Avon theater and the North Park outdoor venue, and set-up of all “front-house” audience-service functions. Coordination with each Director, Production Manager, or Fundraiser chairperson is an integral function of this committee.

 

B. Finance Committee

a. The Finance Committee is chaired by the Treasurer and consists of the Assistant Executive Director and other organization volunteers interested in the Committee’s directives.

b. This Committee is generally charged with budget development and management for the organization maintaining the organization’s annual budget and financial goals. Furthermore, this committee shall be consulted when major organizational investments (e.g. banking, finance and investment options, building expansion, and/or unbudgeted expenditures) are considered. All fundraising efforts of the organization report to the Board through this committee.

 

C. Production Committee

a.  The Production Committee is chaired by the Artistic Director and consists of the Production Management Director, Technical Director, and other organization volunteers interested in the Committee’s directives.

b. This Committee is generally charged with show selection, quality, and support, as well as organizing all educational events, seminars, and workshops for each season’s directors and production staffs.

 

D. Public Relations Committee

a. The Public Relations Committee is chaired by the Publicity Director and consists of the Secretary, Ticketing and Membership Director, and all other organization volunteers interested in the Committee’s directives.

b. This Committee is generally charged with all organization public relations and publicity efforts: both general publicity, as well as show-specific publicity.

 

E. Committee Meetings

a. Each Committee is required to meet at least once per quarter.

b. The Chair of each Committee is required to report all Committee plans and actions at the following regular monthly meeting. The committee chair shall assign an individual to take meeting minutes at their committee meetings for posting on the organization’s website.

c. No officer or director of the organization is precluded from attending any Committee meeting, regardless of whether the officer/director is an official member of the Committee.

d. No Committee is authorized to spend funds in excess of their budgeted amounts without prior approval from the Board of Directors.

 

Article VII ELECTIONS AND VOTING

 

  1. There shall be, for the purpose of taking nominations from the floor, an Annual Nomination Meeting, to be held at the March meeting.  The Annual Election meeting shall be the April meeting.  Notice of this election shall be mailed to all members in good standing at his or her last known address at least fifteen (15) days prior to the meeting.

 

  1. Nominations can be made from any member in good standing and can place into consideration the names of candidates for each Board of Directors position available.

 

  1. Members considered for office must be in good standing at the time of the nomination/appointment.

 

  1. Additional names may be placed in nomination at the Annual Election Meeting.

 

  1. The elected officers shall be those Officers and Directors described in the organization’s Constitution.

 

  1. No person may hold more than one elected office simultaneously.

 

  1. Any member in good standing for at least thirty (30) days prior to the time of election shall have the right to cast one vote.

 

  1. Voting shall be by secret ballot.  In the event there is only one nominee for an office, the Executive Director may call for an acclamation vote to accept or decline the candidate. No person shall cast more than one ballot.  Proxies shall not be recognized.

 

  1. Officers and Directors shall take office on June 1st, which shall begin this organization’s fiscal year.

 

  1. Officers shall be elected to a one-year term of office each year.

 

  1. Directors shall be elected to a two year term in the following manner:

 

a.         Artistic Director, House Management Director, and Maintenance Director shall be elected in even-numbered years.

b.         Production Management Director, Publicity Director, Technical Director, and Ticketing & Membership Director shall be elected in odd-numbered years.

 

Article VIII RULES OF ORDER

 

  1. Robert’s Rules of Order shall govern the proceedings of all meetings except as provided in the By-Laws.

 

  1. The Executive Director shall distribute a written agenda prior to commencement of all monthly meetings.

 

Article IX SUSPENSIONS OR REMOVALS

 

  1. Any officer/director may be removed from his/her duties as an officer/director, or any member may be suspended from membership, if deemed necessary for the welfare of the organization by a two-thirds majority vote of the members present at the stated monthly meeting.

 

  1. Notification of the proposed suspension or removal must be supplied to the members in written form ten (10) days prior to the stated monthly meeting.

 

 

 

Article X AMENDMENTS

 

  1. These By-Laws may be amended by a two-thirds vote of the membership present at any general or special meeting, provided written notice of the proposed amendment or amendments has been mailed to each member at his/her last known address and posted on the organization’s website at least ten (10) days prior thereto.

 

  1. At the discretion of the presiding Executive Director, with a two-thirds (2/3) approval of the members present at a regular or special meeting, there may be formed a Constitution Committee numbering five (5) persons in good membership standing.  The Executive Director, Assistant Executive Director, and three (3) nominees shall make up the committee.  All recommended changes out of the committee shall be approved by three-fifths (3/5) of those on the Constitution Committee, at meetings publicized and convened as required.


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