Westerville South High School Theatre Boosters, Inc.
Constitution
Article I – Name
Section 1
This Organization shall be known as the Westerville South High School Theatre
Boosters, Inc. (WSTB, Inc.). It shall be a corporation not for profit as defined by Ohio
statutes.
Article II – Objectives
Section 1
To lend all possible support, both moral and financial, to the general theatre program
and related activities of the Westerville South High School.
Section 2
To cooperate with those in charge of the theatre department and the school
administration to develop and maintain a high degree of interest in theatre arts.
Section 3
WSTB, Inc. is organized exclusively for charitable, religious, educational and/or
scientific purposes under section 501 (c) (3) of the Internal Revenue Code.
Article III – Membership
Section 1
The membership shall be open to anyone who is interested in the theatre program in
Westerville South High School. Membership, upon payment of annual dues, is from
July 1 to June 30.
Section 2
All members who have paid annual membership dues shall have voting rights and may
hold elective office.
Section 3
Dues shall be established by by-law.
Article IV – Meetings
Section 1
The meeting schedule for the school year shall be set by the Executive Committee at the
first Board meeting following elections.
Section 2
At the meetings of the organization, those voting members present shall constitute a
quorum.
Section 3
The annual meeting shall be the regular meeting in April.
Section 4
Special meetings may be called by the President.
Article V – Election of Officers
Section 1
The elected officers are President, First Vice President, Second Vice President,
Secretary and Treasurer, who are elected annually. Committee Chairs may be
appointed, ad hoc, by the President with the approval of the Executive Committee.
These ad hoc Chairs will not have voting privileges on the Executive Committee.
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Section 2
No officers shall hold the same office for more than two (2) consecutive years. In the
event a new Treasurer cannot be secured, the current Treasurer may serve as interim
Treasurer for a period of one year.
Section 3
The President shall appoint a nominating committee in January of each year consisting
of three (3) voting members to nominate candidates for each office. The President shall
serve as non-voting chairman of the nominating committee which shall nominate at least
one candidate, with their consent, for each elective office for the coming year. The
committee shall present the names of nominees for such offices to the membership at the
February meeting. Nominations from the floor shall be accepted at the February and
March meeting and at the time of election. Providing there is no motion for balloting for
each office immediately following nominations from the floor for that office at the
February and March meeting, all nominations can be completed before any balloting can
take place in which voting for all officers will be done by single ballot. Nominees must
be eligible members in accordance with Article III.
Section 4
The officers shall be elected at the April meeting by majority vote of those members in
attendance with voting by written ballot or by voice vote. The officers so elected shall
assume their duties at the conclusion of the May regular meeting. Elected officers will
assume the title of (non-voting) Officer-Elect and are expected to attend any and all
Executive Committee meetings prior to taking office in May.
Section 5
In the event an office becomes vacant during the term for which elected, a replacement
shall be nominated by the President with the election to fill the vacancy at the next
scheduled regular meeting. Nominations from the floor shall be accepted at the time of
election.
Article VI – Duties of the Officers
Section 1
The President shall discharge the duties normally associated with that office and serve
as ex-officio member of all committees and have check signing privileges.
Section 2
The First Vice President shall perform all designated duties of the President in his or her
absence and supervise concessions, banquets, meals and have check signing privileges.
Section 3
The Second Vice President shall perform all designated duties and all designated duties
of the First Vice President in his or her absence and supervise marketing and publicity.
Section 4
The Secretary shall record minutes of each regular meeting and perform such other
duties as pertain to that office. Minutes of the Executive Committee shall be recorded
by the Secretary and made available by the next regular monthly meeting. The Secretary
shall also serve as the statutory agent. The Secretary will supervise membership records
and correspondence and review financial documents.
Section 5
The Treasurer shall pay all bills approved by the membership and maintain appropriate
records for all expenditures and invoices. The Treasurer shall also receive and deposit
all funds received by the organization and maintain appropriate journals of such receipts.
A Treasurer’s report shall be read at each general meeting. The records of the Treasurer
shall be open at all times for inspection by any member of the organization. At the
termination of the term of office, all funds of the organization shall be turned over to the
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Treasurer’s successor. The Treasurer will be bonded for a minimum of $5,000.00,
which bond is to be paid for by the organization. The books of the Treasurer shall be
audited annually or at the time a new Treasurer assumes office, whichever comes first.
Article VII – Executive Committee
Section 1
The elected officers and the directors of the theatre department shall constitute the
Executive Committee.
Section 2
The Executive Committee shall meet monthly or as required to conduct the necessary
business of the organization.
Section 3
Committee Chairs shall be voluntary positions. They shall be appointed at a regular
meeting of the Board by the Executive Committee. Chairs shall act with the authority of
the Executive Committee including those of financial expenditures, upon prior
authorization by the Executive Committee.
Section 4
The duties of the Executive Committee shall be established by by-law.
Article VIII – Amendments to the Constitution
Section 1
Procedures for amending the constitution shall be as follows:
a) A copy of the proposed change shall be presented in writing and read at a
regular meeting.
b) Proposed changes shall be made public to the general membership by
reasonable means.
c) At the next regular meeting, a two-thirds affirmative vote of the voting
membership in attendance is required for adoption of the change.
Section 2
The amendments shall become effective on the date of approval by the general
membership except any amendment concerning the election of officers shall become
effective at the normal time as provided by the constitution.
Article IX – Dissolution
Section 1
This organization has been formed to assist the theatre programs. It can be dissolved
only by a vote of the membership, after all members have been informed in writing of
the intent to dissolve.
Section 2
Upon the dissolution of the organization, assets shall be distributed for other performing
and visual arts programs at Westerville South High School and 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 of 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 exclusively for such purposes.
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Article X – Earnings and Activities Restrictions
Section 1
No part of the net earnings of WSTB, Inc. shall inure to the benefit of, or be
distributable to, its members, officers or other private persons, except that WSTB, Inc.
shall be authorized and empowered to pay reasonable compensation for services
rendered and to make payments and distributions in furtherance of the purposes set forth
in the purpose clause hereof. These restrictions are exempted for the use of scholarship
and/or aid, which would benefit the students. No substantial part of the activities of
WSTB, Inc. shall be the carrying on of propaganda, or otherwise attempting to influence
legislation, and WSTB, Inc. shall not participate in, or intervene in (including the
publishing or distribution of statements) any political campaign on behalf of any
candidate for public office. Notwithstanding any other provision of this document,
WSTB, Inc. shall not carry on any other activities not permitted to be carried on (a) by
an organization exempt from federal income tax under section 501 (c) (3) of the Internal
Revenue Code, or corresponding section of any future federal tax code, or (b) by an
organization, contributions to which are deductible under section 170 (c) (2) of the
Internal Revenue Code, or corresponding section of any future federal tax code.
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