Paradise Alley Players Bylaws

The name of the group shall be Paradise Alley Players Community Theatre (hereinafter referred to as PAP).

Notwithstanding any other provision of these articles, PAP is organized exclusively for the following apolitical purposes: literary, theatrical and/or educational purposes.

In the event of an issue arising which is not covered by these bylaws or policies and procedures, the issue will be decided by the PAP Board of Directors, hereinafter referred to as The Board, on the basis of fairness, common sense, and the good of PAP.

Membership is open to all interested persons, without regard to age, gender, ethnicity, or impediment.

Anyone who wishes to be a member, but does not meet the requirements to become a Voting Member, and who has not been declared ineligible for membership by the Executive Board, may be a General Member.

Anyone at least 16 (sixteen) years of age who in the prior 12 (twelve) months has participated in a PAP production or served on a committee and has attended at least one meeting in the prior 6 (six) months may be a Voting Member. A Voting Member who does not continue to meet the above participation and attendance requirements may, by a majority vote of the Executive Board, have their status reduced to General Member.

Any Voting Member of thirty days or more may nominate, be nominated or be elected to The Board. The vice-president, or in the absence of the vice-president the secretary (see Article 6, sections 2 and 3), in each instance shall make the determination of eligibility for the designation of Voting Member in accordance with the requirements stated above and with Article 3

The Board shall consist of the following officers elected by The Board: President, Vice-President, Secretary, and Treasurer (collectively referred to as the Executive Board) and 5 (five) additional Members. The Board shall elect its officers at their first meeting of the new term. The Board is responsible for the conducting of all PAP business and approving all budgets. A quorum of 5 (five) Board members, including at least one member of the Executive Board, is necessary for voting purposes. At the discretion of the Executive Board, Board members may be replaced with an appointment of a Voting Member by a vote of the Executive Board (see Article 13).

Section 1: UNREASONABLE BENEFITS 

Except that reasonable compensation may be paid for services rendered to PAP, no part of the net earning of PAP shall inure to the benefit of any member of PAP, or any private individual.  No member of PAP or private individual shall be entitled to share in the distribution of any of PAP's assets, or otherwise generate financial, professional, or political gain at the expense of the City of Marion, the Marion Cultural and Civic Center, or PAP.

Section 2: CONFLICT OF INTEREST

All Board Members are required to sign a Conflict Of Interest" statement at the first meeting of each new annual term, which normally is the first Tuesday in May.  "Conflict Of Interest" statements shall be attached to the approved minutes for that meeting and filed by the Secretary.  {see Conflict of Interest addendum.}

Section 3: PRODUCTIONS

A majority vote of The Board is required to approve all productions. The process is as follows:

1. The Play Reading Committee Chair submits plays to The Board for consideration

2. The Board selects the play to be produced.

3. The Board selects a Director for the play.

4. The Director assembles the Production Team and submits a list of names and qualifications to The Board for approval (see Article 7).

5. Once the team is approved, The Director submits the production budget to The Board for approval.

In the event that the play selected by The Board cannot be produced, the process for selecting a replacement will follow those steps outlined above beginning with step 2. The Board may replace it with any play that The Board has previously reviewed. If for any reason the Director is unable to serve in the designated capacity, The Board will determine the replacement for the Director. If any other Production Team member is unable to serve in their capacity, the Director will submit the name of the replacement to The Board for approval. (See Article 7, Section 1)

The members of The Board have a special obligation to provide personal support and assistance with PAP activities.

The president presides over all scheduled meetings of the membership, as well as those of The Board. The president may also call and preside over special meetings of the general membership or The Board as circumstances warrant. The president is an Ex-Officio member of all committees. The president shall appoint a Board member as the chair of any committee.

The vice-president fulfills the functions of the president when the president is unavailable. The vice-president shall supervise the election process. Duties include, but are not limited to: taking nominations, validating voting membership, appointing tellers, and furnishing ballots and instructions for submitting these ballots. The vice-president is first in succession to the presidency.

The secretary shall be responsible to keep and make available minutes of all general and board meetings and maintain an up-to-date membership list (voting and general). The secretary is second in succession to the presidency.

The treasurer is responsible for managing all financial and fiscal requirements for PAP. These duties include, but are not limited to: maintaining all banking accounts and bank relationships; reconciling monthly bank account statements; collecting and depositing all moneys generated by PAP; paying all PAP liabilities in a timely manner; maintaining all financial and fiscal records; developing annual and individual performance budgets, and tracking actual income and expenses against said budgets; filing all required documents and annual reports at the end of each fiscal year; and preparing for the Annual Auditing of City Departments. The treasurer is third in succession to the presidency.

The Additional Board members shall be available to chair committees.

The Director is selected by The Board. The Director shall be responsible for the artistic interpretation of a production. At the Board Meeting following the selection, the Director will submit a list of names and qualifications for members of the proposed production team, to include, but not limited to, the Assistant Director, Production Manager, Stage Manager, House Manager, Technical Director, and Set Designer for The Board’s approval. At the Board Meeting following the approval of key personnel, the Director will submit a project budget to The Board for approval.

The Assistant Director assists with Director’s duties, fills in when the Director is unavailable, and coordinates communications between the Director and the support staff.

The Production Manager is responsible for all business and operational aspects of the production.

The Stage Manager is in control of everything that happens backstage. The Stage Manager "conducts" each performance by calling cues.The SM follows the show in the prompt book and cues the light board operator and the sound board operator when to begin each scene and when to execute all cues. The stage manager communicates with the tech crew, the actors and the backstage crew to keep the show running smoothly and correct any problems that might arise during the performance.

The House Manager will be in charge of selling tickets and receiving funds for each PAP performance. The house manager will be responsible for all money taken in during performances, will keep records as required by the Treasurer, and submit them to the treasurer. The house manager is responsible for all activities that take place in the lobby.

There shall be permanent committees, as established hereunder. Special committees may be established and terminated by a majority vote of The Board. The Board must appoint a chair to each special committee. Committees shall be open to all members, voting and non-voting.

The Play Reading Committee determines the eligibility of directors and scripts (see Attachments 1 and 2). The Committee Chairman provides forms for play reports and provides forms for eligibility to be director; to be called The Petition to Direct. The Committee Chairman submits their selections to the Board for approval. Upon approval of a script the Committee Chairman shall order scripts and arrange for royalties. If for any reason the publisher indicates the play is ineligible for production, the Play Reading Committee chair will immediately contact the President/designee. After a play is approved, the Committee Chairman shall collect Petitions to Direct and will submit them to the Board for approval.

The Information Committee is responsible for the production of the quarterly newsletter, maintains the website, and provides general information about PAP to the public.

The voting membership may establish additional permanent committees by passing an amendment to the bylaws, as described in Article 14.

The Board at its discretion may establish special committees. If a voting member wishes to initiate the creation of a special committee, he or she must submit a written proposal to The Board for its due consideration. The Board shall notify members of the establishment of any special committees at the next General Meeting.

Robert’s Rules of Order shall be used as a guide to conduct all meetings when these bylaws do not address a given situation.

All General and Special Meetings shall be open to the public. Unless the Membership has been notified 15 (fifteen) days prior to The Board changing the date, place or time of a General Meeting, General Meetings are held on the first Tuesday of each month, in the Marion Cultural and Civic Center Board room beginning at 6:30 PM. The Board may call a Special Meeting, when circumstances warrant. Any Voting Member may request a special meeting by submitting a letter to The Board. The Board will have the final decision as to whether a Special Meeting will be called. The Membership will be notified no less than 15 (fifteen) days prior to a Special Meeting.

The Board will schedule a minimum of one meeting annually, generally on the first Tuesday in April, for the purpose of electing officers. The newly elected officers will assume their duties at the next Board Meeting, generally the first meeting in May. Board Meetings will be open to all members and will be held at least quarterly. However, only Board Members may participate in discussion unless the presiding officer rules to the contrary.

The president has the right to call Executive Board Meetings, which will only be attended by the officers of The Board. The Executive Board has the right to call Special Board Meetings, wherein the full Membership of The Board attends. Executive and Special Board Meetings are closed. Records shall be kept of all closed meetings, in accordance with the Open Meetings Act.

Nominations for 3 (three) members of The Board will be accepted by the Vice-President during the month of January. Any person nominated will be given the opportunity to withdraw their name from consideration. The Vice-President will prepare a ballot containing the slate of nominees and will mail the ballots to Voting Members no less than 15 (fifteen) days prior to the election in March. Completed ballots may be mailed to the Vice-President or presented at the election meeting. Any ballot not received before the tally has been started is voided. The three nominees receiving the most votes are elected. Newly elected Board members shall assume their duties at the first meeting in April and shall serve for 3 (three) years, or until a successor is elected or appointed. No member shall serve more than 9 (nine) consecutive years on The Board.

If three candidates do not receive a majority vote, the Voting Members present at the March election meeting shall hold a Runoff Election. The Vice-President shall provide blank slips of paper for the purpose of balloting.

In the event of a vacancy on The Board, the remaining members of The Board will elect a Voting Member to fill the remaining term of the vacated position.

The vice-president shall appoint two tellers at the March election meeting. The tellers’ names cannot appear on the ballot. Their duty is to count votes.

The Board shall appoint a Board Member as parliamentarian who will consult Robert’s Rules of Order to resolve questions of procedure. The Parlimentarian engages in discussion, makes or seconds motions, and votes in the same manner as the membership.

A Board Member who is absent for more than 3 (three) successive meetings or for more than 6 (six) meetings within a year may, by a majority vote of the Executive Board, be replaced (see Article 10, Section 3). A member may lose their status as Voting Member or be declared ineligible for membership by the Executive Board for actions deemed harmful to PAP, such as acting in the name of PAP without authority from The Board. Any member may ask that The Board consider taking action to change the status of another member. The Board may choose to defer consideration of the request until the next Regular Meeting or a Special Meeting.

A former member who has been reduced in status or removed from membership may petition The Board for consideration. Restoration of status and/or membership requires a majority vote of the Executive Board.

Drug usage/abuse, physical violence, sexual harassment/abuse, or excessive alcohol usage by any PAP member will not be tolerated. A member found to be involved in any of the aforementioned behaviors will have their eligibility for membership re-evaluated by The Board.

These bylaws may be amended at any General Meeting of the PAP. Amendments may be proposed for consideration by any Voting Member. Once a motion for Amendment Consideration and a second is acquired, and after discussion, a simple majority vote of all Voting Members in attendance is required to pass an Amendment Consideration.

When Amendment Considerations are passed, the membership shall be notified of the proposed amendments in writing at least 15 (fifteen) days prior to calling a vote. After discussion, amendments must be passed by a vote of 80 (eighty) percent of the Voting Members present. Such amendments shall be considered in effect upon adoption.

Except that reasonable compensation may be paid for services rendered to PAP, no part of the net earning of PAP shall inure to the benefit of any member of PAP, or any private individual. No member of PAP or private individual shall be entitled to share in the distribution of any of PAP’s assets upon dissolution.

After payment of necessary expenses, all of the remaining assets and property of PAP shall be transferred to the Marion Cultural and Civic Center.

The Board may establish, terminate, or modify policies and procedures by a majority vote. Any policy or procedure may be terminated by a 67 (sixty-seven) percent vote of Voting Members present at any meeting.

Revised policies and procedures will be archived and a copy retained by the President and Secretary.