Code of Regulations
Preamble
Amended: October 24, 2010, NTC Annual Business Meeting
The National Theatre Conference, founded in 1925, is an association of distinguished members of the theatre community in the United States, and duly incorporated and registered as such, according to law, in the State of Ohio on September 12, 1945, to operate under the following Code of Regulations.
ARTICLE 1 - PURPOSES
The several purposes of the National Theatre Conference are as follows:
Section 1. To explore the means of best serving the interests of the American Theatre, and to initiate, encourage, and support projects of value and significance with a view to strengthening and broadening the influence of theatre in our country.
Section 2. To bring the membership together at least once a year in a spirit of mutual helpfulness for the interchange of aims and ideals, and for the discussion of common problems and interests.
Section 3. To provide, at its annual meeting, opportunity for the membership to hear the views of outstanding personalities in the theatre and to observe demonstrations of various techniques in order that the membership may profit thereby.
ARTICLE II - MEMBERSHIPS
Section 1. Eligibility. Active membership in the Conference shall be comprised of distinguished members of the theatre community in outstanding college, university, community, not-for-profit, and for-profit theatres. There shall be no institutional memberships.
Section 2. Number of Members. The number of active members shall not exceed one hundred and fifty active and emeritus members, with the intention being to keep the number of members within limits that will facilitate conference discussions and action.
Section 3. Types of Membership. A. Active Membership. Active membership shall be restricted to those persons who are currently in active service in the field of theatre. Each active member shall have one vote. B. Emeritus Membership. Upon formal retirement, an Active member of the Conference in good standing may request Emeritus membership status. Such members shall retain the right to vote. C. Honorary Membership. From time to time there may be elected to the Conference outstanding figures in theatre or its allied arts. Such persons shall, upon their acceptance, become Honorary members. Such nominations and elections shall follow the procedure set down in Section 4 of this Article. Honorary members shall not be required to pay dues and shall have no vote. D. Inactive Membership. Formerly Active members who wish to support the activities of NTC but no longer wish to participate in the conferences can elect to become an Inactive member. Such members are listed in our directory, cannot nominate or second new members, do not have the right to vote, and pay reduced dues.
Section 4. Election of Members. A. The Board of Trustees shall elect all members of the Conference and their membership shall continue at the pleasure of the Board. B. A three-fourths (3/4) vote of the Board members present at the annual board meeting shall be required for election, provided at least eight (8) members are present. C. Nominations for membership may be made by any active member of the conference, but such nominations must be seconded in writing by one additional member. It is understood that both the nominator and the seconder shall be acquainted with the work of the nominee. Supporting letters must critically evaluate the nominee's distinguished accomplishments in the theatre and clearly demonstrate the nominee's national reputation and stature.
Section 5. Term of membership. The term of active membership shall continue indefinitely until terminated in writing by the individual member or the Board of Trustees. Failure to pay dues in a timely manner shall be interpreted to mean that the member wishes to disassociate from the Conference. After a grace period of thirty (30) days past the dues payment deadline, members with dues in arrears will receive a final dues statement from the Treasurer. If the member fails to comply with the Treasurer's final written notification, his or her membership shall be terminated by December 31st of that year. Section 6. Responsibilities of Membership. Members of the Conference shall regularly attend Annual Conference meetings in a spirit of mutual helpfulness for the interchange of aims and ideals, and discussion of common problems and interests. Any Active member who fails to attend the annual meeting for three successive years will be dropped from membership unless he or she presents a formal request for consideration to the Board.
ARTICLE III - FEES
Section 1. Annual dues shall be fixed by the Board of Trustees and shall be payable to the Treasurer on or before August 30 each year. (Annual dues for Active members are currently $175.00). Annual dues for Emeritus members shall be assessed at $125. The amount of dues may be increased or decreased at any time by the Board of Trustees with the approval of the membership. Annual dues for Inactive members are $25. Once a nominee has accepted membership, it is expected that the member will pay yearly dues, whether or not the member attends the conference.
ARTICLE IV - OFFICERS
Section 1. The Officers of this organization shall be a President, Vice President, an Executive Secretary and a Treasurer.
Section 2. Nominations. Nominations for Officers shall be made by a committee of three appointed by the President. This committee shall include one member-at-large and two members of the Board of Trustees. Nominations from the floor shall be accepted. In the event that an annual meeting is canceled, or that a legal quorum is not present at a business meeting of the membership, a majority of the Board of Trustees may proceed to elect Officers and Trustees to replace those whose terms have expired.
Section 3. Terms of Office. A. The President shall be elected by a vote of the Conference for a term of two years. He/she may succeed himself/herself once, and may be eligible for re-election two years after his/her term of office has expired. A. The Vice-President shall be elected by a vote of the Conference for a term of two years. B. The Executive Secretary and the Treasurer shall be elected by a vote of the Conference for terms of three years, and shall be eligible for re-election by vote of the Board of Trustees.
Section 4. Vacancies. In case any office becomes vacant, the Board of Trustees shall elect a successor to fill the unexpired term.
Section 5. Duties of the President. The President shall have general charge of and control over the affairs of the Conference, subject to the Board of Trustees, and shall preside at all meetings of the Board and the Membership. The President shall be empowered to appoint such Committees as are necessary for the conduct of the business of the Conference, take appropriate action to encourage nominations for membership in the Conference, and direct the nomination process for Officers and Trustees of the Conference.
Section 6. Duties of the Vice President. The Vice President shall assume the authority of the President, if the President, through any cause, is unable to perform his or her official duties or is unable to be present at any meeting of the Board or the Membership. The Vice- President shall initiate and direct the nomination process for new members of the Conference, and/or Honorary members.
Section 7. Duties of the Executive Secretary. The Executive Secretary shall keep the minutes of the meetings of the Board and of the Conference, give notice of all such meetings as required within, keep an up-to-date record of the names and addresses of all members, record all who attend Conference meetings, and have custody of all books, records, and papers of the Conference, except such as may be in the charge of the Treasurer or some other person authorized annually by the Board of Trustees to have custody thereof. The Executive Secretary shall maintain an ongoing record of all attendance-related correspondence and forward the names of any active member who does not attend the annual meeting for three successive years to the Board of Trustees for action regarding membership status. At the discretion of the Board, the designated member may be continued as an Active or Inactive member, reclassified as an Emeritus member, or terminated from membership. Written notification of the Board's action shall be generated by the Executive Secretary, signed by the President, and mailed to the affected member by the Executive Secretary. The Executive Secretary shall maintain an electronic list serve of current e-mail addresses of all members and be responsible for the creation of new stationary annually.
Section 8. Duties of the Treasurer. The Treasurer shall have custody of all Conference funds and manage income and disbursements related to Conference investments, dues, membership status, awards, travel, and meeting expenses, maintain an up-to-date ledger, and maintain a list of members who are delinquent paying dues. On June 15th (due August 1st), the Treasurer will send out the annual dues statements to members. By August 15th, the Treasurer will send out a reminder to members who have not paid. On January 1st, the Treasurer will send out a notice of termination pending submission of dues and notification to the Board of a list of all members delinquent in dues. The final billing statement shall include a written warning regarding the inevitability of membership termination if dues are not received by December 31st of that year. Any member failing to respond to a final statement for past dues within thirty (30) days shall be dropped from membership. The Treasurer shall maintain an ongoing record of all dues-related correspondence, deposit the funds of the Conference to its credit in such banks as the Board of Trustees may designate, submit to the annual meeting of the Conference a statement of its financial condition, and render such other statements as may be required by the Board or the President at such time or times as the Board or President may direct.
ARTICLE V - BOARD OF TRUSTEES
Section 1. Authority of the Board. The corporate powers, property, and affairs of the Conference shall be visited in, exercise, and controlled by a Board of Trustees, subject to limitations of law and these Regulations.
Section 2. The Board of Trustees shall consist of eleven (11) members, all of whom shall be members of the Conference at the time of election. It shall include the incumbent Officers of the Conference and the retiring President.
Section 3. Term of Office. The Officers of the Conference shall serve as members of the Board as long as they hold office. The retiring President shall serve as a member of the Board for a period of two years after the expiration of his or her term as President. The remaining members of the Board shall serve for a term of three years, and may not succeed themselves within a period of one year after the expiration of their terms.
Section 4. Election. A. The Board itself shall nominate from the membership its candidates for the Board. Candidates so nominated shall be submitted to the membership. B. The year of a term, whether it be of Officers or Trustees, shall begin following the annual business meeting and end after the following year's business meeting.
Section 5. Meetings of the Board of Trustees. The Board of Trustees shall meet on call of the President or of a majority of the Board. Meetings shall be held in such place as shall be determined by the President. The Executive Secretary shall notify each member of the Board of the time and place of each meeting, except that such a notice may be waived in writing by any member of the Board. A majority of the members of the Board shall constitute a quorum for the transaction of business at any meeting.
Section 6. Vacancies. In case of any vacancy on the Board, the Board itself shall elect a successor to fill the unexpired term.
ARTICLE VI - AMENDMENTS
Section 1. Amendment by the Board of Trustees. The Board may propose amendments to this Code of Regulations. A copy of each amendment shall be submitted by mail to the members of the Conference, and such amendment shall be deemed adopted unless a majority of the members of the Conference advise the Executive Secretary of their disapproval thereof, within thirty (30) days after such amendment is mailed.
Section 2. Amendment by Members. Any member of the Conference may propose amendments to this Code of Regulations, such proposal to be presented for adoption at a regular meeting of the Conference as provided therein. A copy of every such proposed amendment must be furnished to the Executive Secretary not less than forty-five days in advance of the meeting of the membership at which it is to be presented for adoption, and the Executive Secretary shall submit a copy of the proposed amendment by mail to each member of the Conference not less than thirty (30) days in advance of such meeting. If a quorum of twenty (20) members of the Conference is present at such a meeting, the proposed amendment may be presented, and shall be adopted upon its receiving a vote of three-fourths (3/4) of the members at the meeting.
ARTICLE VII - AWARDS
Section 1. National Theatre Conference Outstanding Theatre Award. This $1,000 Award is presented at the annual membership meeting to recognize outstanding achievement by a not-for-profit theatre. The current President shall appoint a chairperson of a committee who, in concert with the president, will select committee members. The committee will generate names of potential recipients for discussion with the Board of Trustees. After such discussion, the President will select the Award recipient. The chair of the committee will ascertain the availability of a representative of the selected theatre to attend the annual membership meeting. If that assurance is received, he/she will invite the theatre's producer, artistic director, or managing director to attend the annual membership meeting at the Conference's expense to receive the Award and talk about the work of the theatre.
Section 2. National Theatre Conference Scholarship Award. This $1,000 Award is presented each year to a person demonstrating exemplary promise in a professional theatre organization. The designated recipient of this Award shall be selected by the recipient of the National Theatre Conference Outstanding Theatre Award. The Award will be presented at the annual membership meeting and the cost of the luncheon will be covered by the NTC.
Section 3. Barrie and Bernice Stavis Award. This $1,000 Award is presented at the annual membership meeting to recognize an outstanding emerging playwright. The current President shall appoint a Committee Chair who, in concert with the president, will select committee members. The committee will recommend candidates for the Award. The Committee Chair will submit ranked recommendations to the President who will make the final selection. The Committee Chair will ascertain if the recipient is available to attend the annual meeting and presentation and if available, invite him or her to attend the meeting at the Conference's expense to receive the Award.
Section 4. National Theatre Conference Person(s) of the Year Award. The current President will select an Award recipient or recipients after consultation with the Board of Trustees. The President will ascertain the availability of the person to attend the annual membership meeting and if available invite the recipient(s) to attend the meeting at the Conference's expense to receive the Award, speak about their life and work in the theatre, and announce the recipient of the Paul Green Foundation Award. The Person of the Year shall be designated an honorary member of the NTC.
Section 5. Paul Green Foundation Award. This $1,000 Award is funded by the Paul Green Foundation and presented each year at the annual membership meeting to a promising new talent in the professional theatre. The designated winner of this Award will be selected by the recipient of the National Theatre Conference Person(s) of the Year Award. The President will invite the recipient to attend the annual membership meeting.
