By-Laws of the Sault Community Theater

Article I - Name
    The name of the organization shall be Sault Community Theater, Inc,
    hereinafter called the Corporation, operating under the charter granted
    by the State of Michigan.

Article II - Purposes
    The purposes of this Corporation are:













Article III - Profits
    Sault Community Theater shall be operated as a non-profit
    membership organization. No member shall receive any salary or profit
    from the activities of the Corporation.

Article IV - Membership
    Membership in the Corporation shall consist of four classes: General,
    Associate, Patron and Lifetime.
















Article V - Dues
    The annual dues for each class of membership shall be established by
    the Governing Body of the Corporation. Changes to the dues, applicable
    in any season shall be established before the general meeting
    preceding that season. The season is defined as September 1 through
    August 31. Dues are generally payable at the beginning of each
    season, however, dues and other donations are accepted throughout
    the year. Dues from members of the Governing Body of the Corporation
    shall be payable at the general meeting immediately preceding the
    season in which they hold office. Members of the Governing Body who
    fail to pay their dues prior to the first meeting after the general meeting
    shall be deemed to have resigned from the Governing Body.

Article VI - Meetings
    Section 1. A Board of Governors of seven members, hereinafter called
    the Board, shall constitute the Governing Body of the Corporation. The
    board shall be responsible to the membership for the general
    management and supervision of all the affairs and business of the
    Corporation, and shall establish and record the policies by which the
    affairs and business of the Corporation shall be conducted. It shall
    control the properties and funds of the Corporation, and shall be
    authorized to delegate to such persons as it sees fit, the power, on
    behalf of the Corporation, to sign checks, notes and all other
    instruments in writing which are necessary for the conduct of the
    business of the Corporation.

    Section 2. Governors shall normally hold office for three years unless
    otherwise provided by the Corporation’s Operating Procedures. A slate
    of eligible members to fill all vacant positions shall be presented by a
    nominating committee appointed as provided in Article X of these By-
    Laws. Additional nominations may be made at the general meeting by
    any members qualified to vote. The election shall be conducted
    according to the procedures specified in the Operating Rules.
    Nominees for the board must be paid members. Other qualifications for
    eligibility may be established by the Board and recorded in the
    Operating Procedures. The Board may appoint advisory members
    without the right to vote or hold office.

    Section 3. Whenever a vacancy exists on the Board of Governors by a
    reason of resignation or otherwise, it shall be filled until the next general
    meeting of the corporation by election by the Board of Governors from
    among the eligible members. At the succeeding general meeting, a
    Governor shall be elected by the membership in the usual manner to fill
    any remaining portion of that term.

    Section 4. Meetings of the Board of Governors shall be held regularly
    each month at such time and place as the President may determine.
    Special meetings may be called at any time by the President, or at the
    request of four or more Governors, by the Secretary. Notice of all
    meetings shall be given by the Secretary to each Governor at least 24
    hours before the meeting. A meeting may be held at any time without
    notice when all the Governors are present. At any meeting of the Board,
    five Governors shall constitute a quorum for the transaction of business.
    Any Governor who absence himself from three successive regular
    meetings of the Board, shall be deemed to have tendered his
    resignation from the Board.
    All members of the Board shall have equal voting rights with other
    Governors.

Article VIII - Officers
    Section 1. The officers of the Corporation shall consist of a President, a
    Vice-President, a Secretary and a Treasurer.

    Section 2. The officers shall be elected by the Board of Governors from
    among their own number at the first meeting of the Board of Governors
    following the general meeting of the Corporation and shall hold office
    for one
    year or until their successors are duly chosen and qualified. Election
    shall be by secret ballot, and a majority of those votes cast shall be
    required for election. Balloting for each office shall proceed in the order
    listed in Section 1 of this Article, and must be complete for each office
    before nominations may proceed for the next office appointment.

    Section 3. Whenever a vacancy exists in any office by reason of
    resignation or otherwise, the office shall be filled by election by the
    board of Governors in the manner prescribed in Section 2 of this Article.

Article IX - Duties of Officers
    Section 1. The President shall preside at all meetings of the
    Corporation and of the Board of Governors and shall perform such other
    duties as required by la w or custom incident to the office.

    Section 2. The Vice President shall perform the duties and have the
    authorities of the President in the absence of the President. The Vice
    President shall serve as chairman of the Finance Committee and shall
    be an ex-officio member of all other committees except the Nominating
    Committee.

    Section 3. The Secretary shall keep a complete record of all meetings of
    the Corporation and of the Board of Governors; shall see that a roster is
    maintained of the names and addresses of all members of the
    Corporation; shall give notice to the members of meetings; shall
    conduct the correspondence of the Corporation and shall perform such
    other duties as are ordinarily incident to the office.

    Section 4. The Treasurer shall have custody of the funds of the
    Corporation, shall receive and disburse all monies, and shall have
    possession of all papers and documents of value. The Treasurer shall
    make expenditures by direction of the Board of Governors or, where
    authorized, the Finance Committee. The Treasurer shall keep accurate,
    detailed and permanent records of receipts and expenditures and shall
    present a full report, together with proper vouchers, to the Board of
    Governors at such time as they may require. The Treasurer shall
    present his books to the Finance Chairman for audit each year at the
    completion of his term of office. The Treasurer shall give bond for the
    faithful discharge of his duties in such form an din such amount and
    with such sureties, as the Board of Governors may require. The
    Treasurer shall serve as a member of the Finance Committee but not
    as a member of the Audit Committee. The President, Vice President,
    Secretary and Treasurer may be signatories on all accounts. Checks
    shall contain two signatures, the Treasurer and one other Officer.

Article X - Committees
    Section 1. The President or the Board of Governors may determine the
    committees, in addition to those required by the By-Laws, deemed
    necessary and proper to fulfill the objects and purposes of the
    Corporation.

    Section 2. Where not otherwise prescribed in these By-Laws, all
    Committee chairs and members shall be appointed by the President.

    Section 3. At appointed meetings of the Board of Governors, a
    Nominating Committee consisting of one member of the Board and two
    voting members who are not Governors shall be elected by the Board of
    Governors. This committee shall nominate a slate of  candidates for
    Governors, as provided in Article VIII of these By-Laws and shall report
    this slate at the next meeting of the Board of Governors. Service on the
    Nominating Committee shall not disqualify a member from nomination.

    Section 4. A Finance Committee consisting of the Vice President, who
    shall act as chair, the Treasurer, and one additional voting member
    appointed by the President, shall over see the financial activities of the
    Corporation, advise the Board of Governors, unless this power has
    been specifically limited by the Board. All such  authorization must be
    reported at the next meetings of the Board of Governors. These other
    two members of the Finance Committee shall act as an audit
    committee to audit the Treasurer’s books prior to the annual meeting.

Article XI - Expulsion
    If a member should, by his action, willfully bring discredit or disgrace
    upon the Sault Community Theater, Inc, or should neglect the
    responsibilities previously accepted with the result that the Corporation
    suffers, to a serious degree, in a material or artistic way, that member is
    subject to the right of trial, may be expelled from membership by a
    majority vote of the Board of Governors, and will forfeit such dues as he
    may have already paid, and his vote. If a member is a Governor of the
    Corporation, he shall automatically lose his position.

Article XII - Rules of Order
    Roberts Rules of Order shall prevail at all proceedings of the
    Corporation and its Board of Governors where they are applicable and
    consistent with these By-Laws and/or Corporate Operating Procedures.

Article XIII - Amendments to the By-Laws
    An amendment to these By-Laws may be proposed by the Board of
    Governors or by any voting member. The amendments may be adopted
    at any meeting of the Corporation at which a quorum is present,
    provided written notice of such proposed amendment shall have been
    given in the notice of the meeting. Such proposed  amendments may be
    viewed by members upon request or not less than one hour before
    proposed meeting.

Article XIV - Corporate Operating Procedures
    Section 1. Operating procedures consistent with the purposes of the
    Corporation, and not in conflict with these By-Laws, shall be recorded
    and maintained as an addendum to these By-Laws.

    Section 2. The Corporate Operating Procedures shall be maintained by
    the Secretary of the Corporation as directed by the Board. Supplemental
    procedures, developed and maintained by individuals or committees
    appointed by the President or the Board shall be referenced in the
    Corporate Operating Procedures.

    Section 3. The Corporate Operating Procedures shall define
    qualifications for eligibility to vote, serve on the board, qualifications of
    production executives including duties, etc. They shall also address
    such matters as annual dues, operating procedures, rights and
    privileges of officers of the Corporation, other than those defined in the
    By-Laws.
  1. To present good theater in the Eastern Upper Peninsula.
  2. To promote and develop interest in theater and its allied arts,
    and to provide a medium for the expression of such interests.
  3. To provide for the education and training of its members in all
    phases of the dramatic arts.
  4. To encourage high standards of theater practices through the
    sharing and exchange information among the Corporation
    members, and with other bona fide groups and organizations,
    and by subscribing to those allied societies, associations
    and/or institutions deemed by the Governing Body of the
    Corporation to fulfill the intent of this section of the By-Laws.
  1. General membership shall entitle member to vote at the
    general and special meetings of the corporation and a copy of
    the Corporation’s newsletter.
  2. Associate membership shall entitle member to vote at the
    general and special meetings of the Corporation, a copy of the
    Corporation’s newsletter and one ticket per production for the
    membership season.
  3. Patron membership shall entitle member to vote at the general
    and special meetings of the Corporation, a copy of the
    Corporation’s newsletter and two tickets per production for the
    membership season.
  4. Lifetime membership shall entitle member to vote at the
    general and special meetings of the Corporation, a copy of the
    Corporation’s newsletter and one ticket per production for life.
Chippewa
Formerly the
Sault Community Theater
THEATER GUILD
SAULT STE MARIE, MICHIGAN