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Bylaws

Bylaws of The Durham Savoyards, Ltd.

Amended August 29, 1991(i)
Amended June 6, 1992(ii)
Approved November 2, 1992
Amended June 6, 1998(iii)
Approved October 13, 1998
Amended and ratified June 14, 2003(iv)

Article I. Name

The name of this organization shall be The Durham Savoyards, Ltd., (hereinafter the Savoyards). The organization is duly incorporated under the laws of North Carolina.

Article II. Objectives and Purposes

The Savoyards shall function as a non-profit organization to further the cultural betterment of the citizens of Durham and vicinity through the production of musical performances, especially the operas of Gilbert and Sullivan.

Article III. Location

The Savoyards shall be located in the city of Durham, North Carolina at an address specified in the articles of incorporation.

Article IV. Membership

Membership in the Savoyards shall be open to members of the public and consist of those members of the public whose names appear as paid up to date on a mailing list maintained by an officer of the organization.

Article V. Elected Officers

The following officers shall be elected by the membership of the Savoyards for a one-year term at the annual meeting. Each officer is eligible for reelection to an unlimited number of terms. Should any officer other than President resign before the term has expired, a successor shall be named by the Board of Governors to fill the unexpired term. Should the President resign, he or she shall be succeeded by the Vice President, whose vacant position shall then be filled by Board of Governors.

  1. President: Shall preside at all general meetings and over the Board of Governors. Shall have general supervision over all activities of the Savoyards. With the approval of the Board of Governors, shall appoint a nominating committee at least one month prior to the annual business meeting. Shall present a report for the term of office to the total membership. Normally, the president shall serve for two successive one-year terms.

  2. Past-president: Shall maintain a permanent record (the Archives) of the Savoyards, which record shall be composed of formal year-end reports, as well as any important memorabilia or recordings which evolve during the course of the yearly performance(s) and business of the Savoyards. Formal reports are required of the President, Secretary, Business Manager, Producer, Publicity Director, Dramatic Director, and Musical Director. The Past-president shall deposit the archives in a secure place and shall make them available, upon request, to all persons with a legitimate interest in examining or studying them. Normally, the office of Past-president shall be filled by the immediate past President. However, the slate of candidates for this office shall consist of all past Presidents of the Savoyards.
  3. Vice President: Shall assist the President and preside at all meetings in the absence of the President. Shall serve as the official liaison of the Savoyards to other arts organizations in the Durham area. Normally, the Vice President shall serve for two successive one-year terms and shall immediately thereafter succeed to the office of President.
  4. Secretary: Shall record the proceedings of all meetings and carry out appropriate correspondence. On conclusion of the term, shall present these records to the Past-president for inclusion in the archives.
  5. Business Manager: Shall be responsible for the financial affairs of the organization. Shall serve as treasurer and shall receive, manage, and disburse all funds in accordance with the current budget or by direction of the Board of Governors. Shall supervise the box office for all productions, keep records of all receipts and disbursements, and present a financial report to the Board of Governors annually or as directed by the President. Shall prepare and present a proposed annual budget and a production(s) budget to the Board of Governors. Shall maintain the current records and collect mailing fees of the Savoyards and, on conclusion of the term, present these records to the Past-president to be included in the archives.
  6. Members-at-Large: Two members-at-large shall be elected annually by the membership.(iii), (iv) The responsibilities of the members-at-large shall be determined by the Board of Governors.

Article VI. Appointed Officers:

The following officers shall be appointed by the President with the approval of the Board of Governors and, with the exception of the Producer, shall serve until the next annual meeting. Each appointee may identify assistants to help fulfill the duties of the office.

  1. Producer: Shall be responsible, in coordination with the Board of Governors, for all aspects of the production for which he or she has been appointed. The Producer shall serve in that capacity until the conclusion of the work on the production.

  2. Publicity Director: Shall be responsible for the year-round effort to communicate the activities and purposes of the Savoyards to the public, including the publicity and promotion of sing-throughs, musical productions, and other special events.
  3. Informal Performances Director: Shall be responsible for identification of opportunities for informal performances (gigues) throughout the community and shall organize said performances for the purposes of community outreach and/or monetary compensation.
  4. Social Director: Shall be responsible for scheduling a suitable number of social events throughout the year, shall recruit necessary hosts for each occasion, and shall notify those on the mailing list of these occasions.

Article VII. The Board of Governors

  1. Membership: Voting membership of the Board of Governors (hereinafter the Board) shall be composed of the five elected officers and two elected members at large, of which four shall constitute a quorum. The four appointed officers and the dramatic and musical directors of the current production shall be invited to all meetings of the Board of Governors to assist the Board with its business and shall submit formal year-end reports. Board meetings shall normally occur at least once a month during a production period and at other times at the discretion of the President.

  2. Duties: The Board shall (1) be responsible for all policy matters pertaining to The Durham Savoyards, Ltd., (2) decide on production(s) to be presented, (3) establish the dates upon which all productions shall be presented, (4) set amounts for honoraria, (5) approve the budget, and (6) approve all unbudgeted expenditures.

Article VIII. Meetings

There shall be one meeting for the general membership required of the Savoyards, the annual business meeting, which shall be held for the election of officers and members at large for the following year. Other general meetings shall be called at the discretion of the President or upon the initiative of at least twenty percent of the membership.

Article IX. Fiscal Year

The fiscal year of the Savoyards shall run from September 1 through August 31.

Article X. Yearly Productions

There shall be at least one Gilbert and Sullivan opera produced each year at a time and place determined by the Board.

Article XI. Financial Support

  1. A first objective of fiscal policy for The Durham Savoyards, Ltd., shall be to be self-sustaining from earned income, but gifts, contributions, and grants may be sought and accepted at the discretion of the Board. The Board may give minor grants or commissions to individuals or organizations in furtherance of the arts reasonably relatable to musical theater as a genre, provided that reserves are judged adequate at the time for investment in future productions and for contingencies. Fund-raising approaches should not preclude this possibility. Such subventions shall be at the discretion of the Board.

  2. No part of the net earnings of the organization shall inure to the benefit of its members, directors, officers, or other 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 express purposes of the organization(ii).

Article XII. Dissolution

In the event that no officers can be identified for the Savoyards and no membership can be found qualified according to a current mailing list of paid-up members, any residual assets of the Savoyards may be claimed by the Durham Arts Council, Inc., or by a successor body to that organization, for use in its arts activities. Such claim should be asserted only after reasonable efforts have been made to revive the Savoyards or some successor body generally consistent with Article II of these bylaws.

Article XIII. Amendments

An amendment to the bylaws must be approved by a majority of the Board, subject to ratification by two-thirds of the members present at an announced general meeting. The entire membership of the Savoyards must be notified by mail of the proposed amendment at least two weeks prior to the announced meeting.

Notes (for historical purposes only):

i Approved by a vote of the membership at the annual meeting held on August 29, 1991 (modern version of the Bylaws).

ii Amended into the Bylaws by a vote of the membership at the annual meeting held on June 6, 1992 (added Article XI, Paragraph B).

iii Amended into the Bylaws by a vote of the membership at the annual meeting held on June 6, 1998 (in Article V, added a provision for electing to the Board a third member-at-large to a two-year term, with all other elected officers elected to one-year terms).

iv Amended into the Bylaws by a vote of the membership at the annual meeting held on June 14, 2003 (simplified Article V, giving the Board two members-at-large with all elected officers being elected to one-year terms).

Bylaws originally put into HTML format by Charles Register.