MTEA By-Laws

Originally established January 14, 2007 at the Oklahoma City Conference, Revised January 2019 by the Executive Committee.

The name of the corporation is the Musical Theatre Educators Alliance International (MTEA).

ARTICLE 2: PURPOSES

The corporation is organized exclusively for educational purposes, within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1954, as amended, including but not limited to the following:

1. To provide a forum for discussion of all matters relating to the recruitment, training and placement of professionally bound college and conservatory affiliated musical theatre students.
2. To encourage the development of, and commitment to, the highest standards in the education and training of musical theatre performers, teachers, coaches, and consultants in theatre, film, television, video arts and digital media, and communication; hereafter, referred to as music theatre professionals. 3. To make available services, publications, programs, meetings, and other activities designed to meet the needs of musical theatre educators and trainers.
4. To facilitate discussion and the exchange of ideas about teaching methods among the diverse teaching population who are involved in the practical training of music theatre students.
5. To promote high standards in the training of musical theatre students.
6. To share solutions for curricular, production, recruitment and placement questions.
7. To exchange curricular, production and professional ideas and information.
8. To broaden visibility and strengthen credibility for musical theatre training professionals in the academic and professional arenas.
9. To encourage continuous exploration of approaches to musical theatre training.
10. To promote the professional status and encourage hiring, promoting and/or granting of tenure of qualified musical theatre training professionals.
11. To establish and maintain interchanges with other professional organizations committed to the training of musical theatre artists and teachers.
12. To serve as the foremost authority of musical theatre training and resource for secondary school instructors, prospective students and their families.

ARTICLE 3: MEMBERSHIP

Section 3.1 CATEGORIES OF MEMBERS. The organization shall have four (4) classes of membership open to all persons interested in furthering the Purposes of the organization. Membership shall be available to educators and institutions engaged in professional musical theatre training. The Executive Committee has the final authority on decisions regarding eligibility for membership.

3.1.1. Organizational Membership. The category of Organizational membership will be available to schools and organizations that offer degree programs in musical theatre. Upon payment of dues, an organization is entitled to two votes in every election by the general membership. The institution will be responsible for designating its two members who will represent the organization in votes. Organizational members will be entitled to a discounted rate on conference and workshop fees for any representatives of their institution. Organizational members will be listed on the MTEA website, with a link to the website of their organization. Organizational members may use the MTEA logo on their school website and other recruiting materials.

3.1.2. Individual Membership. Individual membership shall be granted to an individual upon payment of dues. Each member shall have one vote in every election by the general membership. Individual members will be entitled to a discounted rate for conference fees.

3.1.3. Honorary Membership. The Executive Committee shall award honorary membership to those individuals considered to have made a uniquely valuable contribution to the field of professional musical theatre training. Honorary members shall not pay dues or conference fees. Honorary members, who are active in the organization as determined by the executive committee, shall each have one vote in every election by the general membership.

3.1.4. Apprentice Membership. This membership is available to current post-secondary students and recent graduates of member organizations. These members will not have voting rights, but will be able to register for conferences/workshops (when applicable) at a discounted rate.

Section 3.2. MEMBERS' RIGHTS AND PRIVILEGES. The Executive Committee shall have the authority to determine or to re-determine the rights of each membership class.

Section 3.3. MEMBERS' RIGHTS TO REVIEW. Decisions of the Executive Committee may be called for question and evaluation by a quorum of the members, as defined in Article 6.

Section 3.4. RESIGNATION. Any member may resign by filing a written resignation with the Secretary.

Section 3.5. TERMINATION. Any individual or organizational membership can be terminated if dues are not paid by the beginning of the membership year. The voting rights of terminated members shall lapse at that time.

Section 3.6 MEMBERSHIP YEAR. The MTEA membership year will commence on the first day of January each year. Payment of dues must be made in advance, and can be paid in the two months prior to the commencement of the membership year.

ARTICLE 4: EXECUTIVE COMMITTEE

Section 4.1. GENERAL POWERS. The Executive Committee shall be a policy making and planning body and shall manage, direct, control and administer the property, affairs and business of the organization. The Executive Committee shall adopt, amend, or repeal By-Laws as needed.

Section 4.2. COMPOSITION. The Executive Committee shall consist of the President, The Immediate Past President, the Vice-President for Conferences, the Vice President for Recruitment, the Vice President for International Representatives, the Treasurer, the Secretary, the Director of Communications, the Director of Marketing and at least five (5) other individuals as detailed in Section 5.1. One can become a member of the Executive Committee by being elected as an officer (President or Vice-Presidents), or by being chosen for an appointed office by the President.

Section 4.3. QUALIFICATIONS. Anyone who has been a member in good standing of the organization for at least two (2) years is eligible to be elected to the appropriate Executive Committee positions. Anyone who has been a member in good standing of the organization for one (1) year is eligible to be appointed to the appropriate Executive Committee positions.

Section 4.4. TERM OF OFFICE. The elected and appointed members of the Executive Committee shall serve according to the following schedule:

4.4.1. All Elected/Appointed officers shall serve for a term that spans three annual conferences beginning at the conclusion of the annual conference year in which they are elected/appointed.

4.4.2. No individual can be elected or appointed to the same office for more than two consecutive terms.

Section 4.5. VACANCIES. The President shall determine who shall fill any vacancies left by the departure of a member who has not completed a full term of office. In the case of a regional representative moving out of their assigned region, a new appointed representative still in the region will assume the duties of the office.

Section 4.6. MEETINGS. The Executive Committee shall hold at least one (1) regular meeting each year. That meeting shall be held immediately before or after the annual meeting of the Organization. Additional meetings of the Executive Committee may be called by the President or by any two members of the Executive Committee. Persons calling the meeting may set the time and place for the meeting. Two-thirds of the Executive Committee, but never less than six (6) members, shall constitute a quorum.

Section 4.7. VOTING. The members of the Executive Committee shall have voting privileges outside of general elections or matters placed in consideration for the entire membership.

ARTICLE 5: OFFICERS

Section 5.1. OFFICERS TITLES

5.1.1. Elected officers of the organization shall be President, Vice-President for Conferences, Vice-President for Recruitment, Vice-President for International Representatives

5.1.2. Appointed Officers shall be Treasurer, Secretary, Director of Communications, Director of Marketing, Five Regional Directors, and At-Large Members.

5.1.2.1. Region Definitions

a. Region 1: Maine, New Hampshire, Vermont, Massachusetts, Rhode Island, Connecticut, New York, New Jersey, Delaware, Maryland

b. Region 2: Pennsylvania, Ohio, Indiana, Illinois, Michigan, Virginia, West Virginia, Kentucky, Wisconsin, Tennessee, District of Columbia

c. Region 3: North Carolina, South Carolina, Georgia, Florida, Alabama, Louisiana, Arkansas, Mississippi, Missouri, Puerto Rico, U.S. Virgin Islands

d. Region 4: Texas, Oklahoma, Kansas, Nebraska, Iowa, Minnesota, North Dakota, South Dakota, New Mexico, Colorado, Wyoming

e. Region 5: Montana, Idaho, Utah, Arizona, California, Nevada, Oregon, Washington, Alaska, Hawaii, Northern Mariana Islands, Guam, American Samoa

Section 5.2. ELECTIONS. The Immediate Past President shall chair a Nominating Committee comprised of the chair and four (4) members for election of President and Vice-Presidents. For procedures of this election, see Nominating Committee, Section 7.2.1. Elections for President and Vice-Presidents shall be completed at least 30 days before the annual meeting. The members of the Executive Committee are charged with implementing procedures that will ensure an orderly transition of institutional leadership.

Section 5.3. QUALIFICATIONS OF OFFICERS. Anyone who has been a member in good standing of the Organization for at least one (1) year will be eligible to be appointed as an officer.

Section 5.4. VACANCIES. In the event of a vacancy in the office of the President, one of the three Vice- Presidents shall be chosen by the Executive Committee to complete the term. In the event of a vacancy in any other office, the President shall select a successor to complete the term.

Section 5.5. REMOVAL FROM OFFICE. In the event an elected or appointed officer is deemed by two- thirds (2/3) vote of the Executive Committee to have demonstrated a lack of activity or a lack of compliance with organizational by-laws, said person will be removed from office.

Section 5.6. DUTIES OF OFFICERS. Duties of officers shall include but are not limited to the following:

5.6.1. Duties of the President. The President shall be designated as the chief executive officer and representative of the Organization, and, as a member of the Executive Committee, participate in policy formulations. In this capacity the President shall:

a. Exercise leadership that will strengthen and expand the Organization.
b. Call, prepare agenda for, and preside over meetings of the Executive Committee and the membership.
c. Appoint persons to such offices and positions as designated by the By-Laws, with the advice and consent of the Executive Committee.
d. Establish Ad Hoc Committees and positions.
e. Represent the Organization in dealing with other organizations.
f. Consult with the Vice-Presidents and the Treasurer in preparing the annual budget.
g. Apprise the Executive Committee members and the General Membership of the Organizations’ activities.
h. Perform all other such duties as pertain to the office.

5.6.2. Duties of the Vice-Presidents. The Vice-Presidents shall:

a. Assist the President in the promotion and development of the organization. b. Direct Ad Hoc Committees as requested by the President.

5.6.2.1. The Vice President for Recruitment shall:

a. Coordinate communications with the Regional Directors.
b. Identify and solicit appropriate new members, with the aid of the Regional Directors and the Vice President for International Representatives.
c. Communicate and implement the established standards for admission and membership to the Organization.
d. Maintain, update and disseminate membership information in coordination with the Secretary, Treasurer, Director of Communications and Director of Marketing.

5.6.2.2. The Vice-President for Conferences shall:

a. Develop, in consultation with the Executive Committee, plans for the Annual Conference. Annual Conferences shall alternate every year between NYC and a regional United States location.
b. Prepare a budget and financial report for proposed conferences for the President and Executive Committee, in coordination with the Treasurer. Submit all pertinent records of expenditures to the Treasurer.
c. Oversee implementation of the annual conference and solicit support, assistance and participation from the Director of Marketing, Director of Communications, an identified Site Host, the Regional Director of the selected Region, Treasurer and other qualified members.

d. Supervise and coordinate all programming and activities and contract all persons (including a Key Notes Speaker) at the Annual Conference, symposia and other such events with the aid of persons mentioned in Article 5.6.2.2.b as needed.
e. Apprise the Executive Committee and general membership of the planning and progress of conferences, and develop appropriate collateral materials (including print and internet) in coordination with the Director of Marketing and Director of Communications and identified Site Host.

f. Field all communications associated with the organization’s conferences, including (but not limited to), scheduling, acceptance/declination of conference proposals/workshops and contractual obligations.
g. Serve as a conference session moderator when needed.

h. Serve as chief logistician during Conference proceedings. i. Assist the Executive Committee in evaluating conferences.

5.6.2.3 The Vice-President for International Representatives shall:

a. Represent and communicate concerns/issues unique to International representatives to the Executive Committee.
b. Coordinate regional meetings/events of International members in the interim between the organization’s official conferences, if needed/desired. These must not conflict with the organization’s official conferences and collateral materials should be reviewed with the Director of Marketing and Director of Communications.

c. Identify appropriate new members to bring to the attention of the Vice President for Recruitment.

d. Act as interpreter for international representatives in the organization’s operating language, English, with the aid of qualified others when the Vice President is unable to do this personally.
e. Create events to bring greater recognition to/for MTEA and those it aims to serve as stated in Article 2.

5.6.3. Duties of the Immediate Past-President. The Past-President shall:

a. Assist and advise the President.
b. Serve as Chair of the Nominations Committee for Executive Committee elections.

5.6.4. Duties of the Secretary. The Secretary shall:

a. Keep official minutes of the meetings of the Executive Committee and the General Membership meetings, and distribute copies of those minutes to the members of the Executive Committee in a reasonable amount of time after the conclusion of the proceedings.
b. Maintain and update records pertinent to the operation of the Organization.

c. Provide copies of Organization Meeting Minutes to the general membership upon written request.
d. Handle correspondence as directed by the President.
e. Summarize actions of the Executive Committee for publication.

f. Be responsible for maintaining the MTEA archives in coordination with the Directors of Communication and Marketing.

5.6.5. Duties of the Treasurer. The Treasurer shall:

a. Prepare the annual budget in consultation with the President, the Vice-Presidents and (when appropriate) the President-Elect.

b. Prepare a budget and financial report for proposed conferences for the President and Executive Committee, in coordination with the Vice President for Conferences. Collect all pertinent records of conference expenditures from Vice President for Conferences.

c. Oversee and be responsible for the receipt and disbursement of funds and securities of the Organization, including conference fees and related conference expenses.
d. Maintain bank and credit/debit card accounts for the organization.

e. Collect membership dues, send membership credentials to members in good standing, and apprise the Secretary and President of the current membership roll.
f. Maintain adequate books of account for the Organization for all financial records. g. Prepare a full written report of the financial status and transactions of the organization to issue to the membership at the Annual Meeting and to the Executive Committee at its request.
h. Submit tax returns and statements as required by law.
i. Make available annual financial records available for periodic audit.

j. Work in coordination with previous Treasurer to maintain consistency of organization’s financial records and IRS status.

5.6.6. Duties of the Director of Communications. The Director of Communications shall:

a. Maintain the membership of the Group’s Private Facebook Group (or its technological successor).

b. Maintain an updated e-mail list of current members, including their category of membership.

c. Communicate important information from the Executive Committee to the general membership via the methods mentioned in 5.6.6. a and b, as well as in person at organizational events.

d. Assist members of the Executive Committee with organizational business when/where needed, including, but not limited to, conference planning and organizational development.

5.6.7. Duties of the Director of Marketing. The Director of Marketing shall:

a. Serve as webmaster for the MTEA webpage, MTEA Public Facebook Page (or its technological successor) and other designated social media platforms.
b. Oversee creation of press releases, authored articles or paid advertising (in

coordination with the Treasurer) to promote the organization and raise its visibility.
c. Have oversight in the creation of organizational publications including newsletters, conference programs, recruiting/promotional materials. The Director of Marketing
may secure the services of additional qualified members to aid in the creation of these documents.
d. Communicate designated information from either the Executive Committee or the general membership to the general public.
e. Maintain and/or create branding guidelines for the organization in communication with the President.
f. Create graphics, or help secure graphic design services, for all organizational general and conference needs.

g. Assist members of the Executive Committee with organizational business when/where needed, including, but not limited to, conference planning and organizational development.

5.6.8. Duties of Regional Directors. The Five Regional Directors shall:

a. Maintain an updated list of all members in their respective region.
b. Represent and communicate concerns/issues unique to each region

to the Executive Committee.
c. Coordinate regional meetings/events of members in the region in the interim

between the organization’s official conferences, if needed/desired. These must not conflict with the organization’s official conferences and collateral materials should be reviewed with the Director of Marketing and Director of Communications.

d. Identify appropriate new members to bring to the attention of the Vice President for Recruitment.
e. Create events to bring greater recognition to/for MTEA and those it aims to serve as stated in Article 2.

f. Assist members of the Executive Committee with organizational business when/where needed, including, but not limited to, conference planning and organizational development.

5.6.9. Duties of At-Large Members. The At-Large Members shall:

a. At least one of these members will be designated at the Parliamentarian of the organization. b. Assist members of the Executive Committee with organizational business when/where needed, including, but not limited to, conference planning and organizational development.

ARTICLE 6: QUORUM AND MEETINGS OF MEMBERS

Section 6.1. ANNUAL MEETING. An annual meeting of the members shall be held at such place and time as the Executive Committee shall designate.

Section 6.2. SPECIAL MEETINGS. Special meetings of the whole body, or a portion thereof, may be called and the time, place, and purpose of such meetings shall be designated either by the President, Executive Committee, or by a quorum of the members.

Section 6.3. NOTICE OF MEETINGS. Written notice stating the purpose, place, date, and hour of any meeting of members shall be delivered to each member entitled to vote at such meeting not less than thirty (30) days before the date of such meeting. In case of a special meeting or when required by statute or by these By-Laws, the purpose for which the meeting is called shall be stated in the notice. Notification of meetings may be delivered via e-mail or postings on the organization’s website and social media groups.

Section 6.5. QUORUM. Ten percent of the members shall constitute a quorum for all called meetings. Individual members will count as 1 person and institutional members will count as up to 2 people for the purposes of establishing a quorum.

Section 6.5. VOTING PROCEDURES. Any matters deemed necessary for a vote of the entire membership by the executive committee shall be acted upon at either a duly held annual or special meeting, or via ballot sent via e-mail to all members eligible to vote. When a vote is held in person, eligible members may assign a proxy to vote in their stead if they are unable to attend the vote. If, for any reason, an annual meeting of the organization does not take place, then the Secretary shall conduct necessary business by e-mail under the direction of the Executive Committee and/or the President.

6.5.1. Vice President for International Representatives- This elected position will only be voted upon by eligible members from Non-US member organizations, Non-US individual members, or Executive Board identified Non-US honorary members.

ARTICLE 7: COMMITTEES

Section 7.1. ESTABLISHMENT OF COMMITTEES. Committees may be established and dissolved by resolution adopted by the Executive Committee.

Section 7.2. STANDING COMMITTEES. Standing Committees shall include, but not be limited to, the following:

7.2.1. NOMINATING COMMITTEE. The Nominating Committee shall be charged with preparing a slate of Nominees for elected offices. The Nominating Committee shall be chaired by the Immediate Past President and shall include four (4) members appointed by the Past President, with the advice of the Executive Committee. At least one member of the Nominating Committee must not be a current officer. Any member may submit Nominees for consideration to the Nominating Committee, which the Nominating Committee may consider, but is not bound to accept. The Nominating Committee shall submit to the members a slate of no less than two (2) candidates for each position to be filled. The slate of candidates for President shall be held at least sixty (60) days before the annual meeting. Elections shall be conducted by electronic polling, and instructions for electronic polling procedures will be sent to all members who are eligible to vote.

Presidential elections will be held first, and members shall have 14 days to vote. Within a week of the conclusion of the presidential election, the nominating committee will announce a slate of nominees for all three Vice-Presidential positions, and members will then have 14 days to vote. The Nominees shall be elected by electronic ballot to be received by the Past President no later than thirty (30) days prior to the annual meeting. The election shall be considered to be valid if twenty-five percent (25%) of the membership responds.

Section 7.3. AD HOC COMMITTEES. Ad Hoc Committees may be established by the Executive Committee and/or President as needed, but will not be maintained regularly.

ARTICLE 8: FINANCES

Section 8.1. CONTRACTS. The Executive Committee may authorize any officer, agent or agents of the Organization, in addition to the officers so authorized by the By-Laws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Organization and such authority may be general or confined to specific instances.

Section 8.2. CHECKS, DRAFTS, ETC. All checks, drafts, or other orders for the payment of money, notes, or other evidence of indebtedness issued in the name of and on behalf of the Organization, shall be signed by such officer or officers, agent or agents of the Organization and in such manner as shall from time to time be determined by resolution of the Executive Committee. In the absence of such determination by the Executive Committee, such instruments shall be signed by the Treasurer and countersigned by the President or one of the Vice-Presidents.

Section 8.3. DEPOSITS. All funds of the Organization shall be deposited from time to time to the credit of the Organization in such banks, trust companies or other depositories as the Executive Committee may select.

Section 8.4. FUNDRAISING AND GIFTS. Any member of the Executive Committee may accept on behalf of the Organization any contribution, gift, bequest or devise for the general purposes or for any special purposes of the Organization. All fundraising efforts shall be coordinated through the Executive Committee.

Section 8.5. FISCAL YEAR. The fiscal year of the Organization shall begin on January 1 and end on December 31.

ARTICLE 9: DISSOLUTION

Upon the dissolution of this 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. Any such assets not disposed shall be disposed of by the Court of Common Pleas of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations as said court shall determine, which are organized and operated exclusively for such purposes.

ARTICLE 10: BOOKS AND RECORDS

The Organization shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members and Executive Committee and shall keep at the principal office a record giving the names and addresses of the members entitled to vote. Any member or member’s agent or attorney may inspect all books and records of the Organization for any proper purpose at any reasonable time. These books and records shall be maintained and overseen by the Treasurer.

ARTICLE 11: RULES OF ORDER

All meetings of all bodies of the Organization shall be conducted according to the current edition of Robert’s Rules of Order, Newly Revised, provided that in no case shall these rules supersede the By- Laws of the Organization.

ARTICLE 12: AMENDMENTS

By-Law amendments may be proposed by the Executive Committee or initiated by a petition signed by a quorum of the members of the Organization (as defined in Section 6.5 above) and submitted to the Executive Committee at least sixty (60) days prior to the Executive Committee meeting at which the petition is to be considered. The Executive Committee must consider and vote on all amendments initiated by a valid petition. All proposed amendments will be communicated to the general membership for comment before voting. Amendments will be adopted by a majority vote of the Executive Committee. All approved amendments shall become effective immediately unless the amendment includes a specific date of implementation.