BYLAWS OF THE VALLEY OF THE SUN CHAPTER, NATIONAL ASSOCIATION OF TEACHERS OF SINGING, INC.
ARTICLE I. TITLE, PURPOSES AND ADMINISTRATIVE PLAN
Section 1. TITLE
The name of the organization shall be the VALLEY OF THE SUN CHAPTER, NATIONAL ASSOCIATION OF TEACHERS OF SINGING, INC., hereafter referred to as CHAPTER and NATS.
Section 2. PURPOSES
The CHAPTER is organized for these purposes:
- a. To encourage the highest standards of vocal art and to promote vocal education and research at all levels, both for the enrichment of the general public and for the professional advancement of talented singers.
- b. To maintain stated ethical principles in the teaching of the vocal arts according to the CODE OF ETHICS of NATS.
- c. To promote interest and stimulate participation in NATS, and to provide accessibility to qualified teachers for all students of singing.
- d. Said CHAPTER is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code.
- e. No part of the net earnings of the CHAPTER shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the CHAPTER 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 of the purpose clause hereof. No substantial part of the activities of the CHAPTER shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the CHAPTER shall not participate in, or intervene in (including the publishing of distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the CHAPTER 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.
- f. Upon the dissolution of the CHAPTER, assets shall be distributed 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 CHAPTER 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.
Section 3. ADMINISTRATIVE PLAN
The property, funds and affairs of the CHAPTER shall be controlled and managed by a BOARD OF DIRECTORS.
Section 4. CODE OF ETHICS
The Code of Ethics is established by NATS in order that its members may understand more clearly their ethical duties and obligations to their students, other teachers, and the general public, as well as to promote cooperation and good fellowship among the members. The CHAPTER upholds the Antitrust compliance standard of this Code of Ethics as approved by the NATS Board of Directors in accordance with the FTC Consent Order. See the most current verbiage at http://www.nats.org/code-of-ethics.html
ARTICLE II. MEMBERSHIP
Section 1. ELECTION OF MEMBERS
- a. Applications for membership must be completed and signed by the applicants, specifying citizenship, residence, professional training and activities, teaching experience, and other pertinent data, and shall be accompanied by a letter of recommendation for membership from at least one Full, Emeritus, or Associate Member of NATS in Good Standing, defined in Article V, Sections 2 and 3 of the NATS Bylaws. Applicants must also pledge in writing their acceptance of and conformance with the Code of Ethics and NATS Bylaws, as each may be adopted or amended by NATS from time to time.
- b. Applications for all membership classifications shall be submitted through the NATS Executive Office to the National Vice President for Membership. The National Board shall have power of review over all membership applications.
- c. Approval of a membership application shall not be complete until payment of all applicable dues, and may be conditioned upon submission of documentation to the NATS Vice President for Membership.
Section 2. CLASSES OF MEMBERS
NATS shall be open to all individuals regardless of gender, race, age, sexual orientation, national origin, religion, or citizenship. There shall be four membership classifications:
- a. Full Members. Full Members must be persons of known personal integrity whose professional training and/or experience qualify them to be teachers of singing or vocal coaches. Full Members have all rights of membership, including voting and holding office at any level.
- b. Emeritus Members. Persons eligible for emeritus membership are Full or Associate Members of NATS who have attained their sixty-eighth birthday and have been Members in Good Standing for at least twenty years. Requests for this membership status must be sent to the Executive Director. Emeritus Members are not required to pay dues. They have full power of vote, but may hold office only at the CHAPTER level.
- c. Associate Members. Associate Members must be persons of known personal integrity who are beginning teachers of singing with professional training. Associate Members have full power of vote, but may hold office only at the CHAPTER level.
- d. Affiliate Members. Affiliate Members may be individuals in fields related to the teaching of singing, institutions such as schools, colleges, and universities, and business firms associated with music as determined by the NATS Board of Directors. Affiliate Members may not vote or hold office at any level.
Section 3. VALLEY OF THE SUN CHAPTER
Any member in good standing of NATS is eligible for membership in the CHAPTER. The Membership Chairman issues an invitation to join the CHAPTER. The requirements are completed upon payment of appropriate CHAPTER dues.
Section 4. DUES
There shall be annual dues, the amount of which shall be recommended by the BOARD OF DIRECTORS and approved by the membership at the Annual Meeting. There shall be an opportunity to pay CHAPTER dues concurrent with renewing annual National dues, payable January 1st and delinquent February 1st. Failure to pay dues shall constitute a resignation.
Section 5. DISCIPLINARY ACTION
- a. Allegations of violation of the Code of Ethics or Bylaws, or of conduct detrimental to the welfare and best interests of NATS may be brought against a Member as follows: (1) by written report of any three Full, Emeritus, or Associate Members in Good Standing; or (2) by written report from a non-Member. Said report shall be submitted to the President of NATS, or to the President Elect of NATS if the complaint is against the President. If the President or President Elect deems the case non-frivolous, it shall be forwarded to the NATS Ethics Committee for resolution.
- b. In the event that the Ethics Committee is unable to resolve the allegations, the President of NATS shall present the case to the Board for a hearing. The accused party(ies) shall be given a thirty days’ prior written notice of the hearing and shall be permitted to appear in person and/or be represented by an attorney or proxy. At least one Member of the Ethics Committee shall attend said hearing. The National Board holds the right to terminate membership, based on the results of that hearing.
- c. The NATS National Board may immediately terminate the membership of any Member convicted of a felony, or of a misdemeanor involving moral turpitude, breach of trust, or sexual misconduct.
- d. Regions and CHAPTERS shall immediately terminate the membership of persons whose NATS membership has been terminated.
ARTICLE III. OFFICERS AND BOARD OF DIRECTORS
Section 1. BOARD OF DIRECTORS
- a. POWERS: The Board of Directors shall derive its powers from the CHAPTER and shall have full authority to act for the CHAPTER, within the limitations defined by these CHAPTER Bylaws. The Board is responsible to the CHAPTER for all such actions, and shall keep accurate minutes of all its deliberations and decisions. All fund-raising activities shall be subject to the approval of the Board. An accurate report of the transactions of the Board shall be rendered to the CHAPTER by the Secretary/Treasurer at every meeting of the CHAPTER.
- b. The Board of Directors, at its own discretion, may study and formulate policies deemed necessary or expedient for the welfare of the CHAPTER.
- c. COMPOSITION: The Board of Directors shall be composed of the Officers, immediate Past President, three advisors, and Committee Chairmen. The Chairman of the Nominating Committee is an ex officio member.
- d. MEETINGS: The Board of Directors shall meet regularly, with at least six (6) meetings annually, to transact such business as may come before it. A quorum shall constitute the voting members present.
- e. VACANCIES: Vacancies on the Board of Directors may be filled by appointment by the President with the approval of the Board.
Section 2. OFFICERS
The officers of the CHAPTER shall be the President, two Vice-Presidents, Secretary and Treasurer. They are elected for a term of one year. If the membership so desires, officers may be elected for up to two (2) more terms, with a limit of three (3) years serving in any one position.
- a. PRESIDENT: The President shall preside at all meetings of the Membership, Board of Directors and Executive Board; and have the usual powers of supervision and management as may be pertaining to the office; is an ex officio member of all committees except the Nominating Committee; shall appoint special and standing committee chairmen for Student Auditions, Publicity, Hospitality, Parliamentarian, Webmaster and other chairmen as needed. See Article four (4), Section two (2) – Standing and Special Committee.
- b. FIRST VICE PRESIDENT: The First Vice President shall assume the duties of President whenever that officer is unable to attend, or to assume the office of President should he/she be unable to complete the term; the First Vice President shall be the Program Committee Chairman, and collaborate with the President on the appointment and supervision of subcommittee chairman as needed. The Program Committee shall coordinate the Fall Workshop, booking clinicians for Student Auditions Workshops, and other educational programing as need by the Chapter. See Member Handbook.
- c. SECOND VICE PRESIDENT: The Second Vice President shall be the Membership Chairman. The Second Vice President shall obtain current membership records from the President at a monthly interval, welcome and invite new members, and keep a current membership directory updated quarterly, to be sent to webmaster for posting online.
- d. SECRETARY: The Secretary shall keep the minutes of all meetings, provide notices of all meetings, and handle Chapter correspondence, communications and announcements.
- e. TREASURER: The Treasurer shall receive and disburse all checks and monies, establish and maintain Checking and Savings Accounts in the name of the VALLEY OF THE SUN CHAPTER OF THE NATIONAL ASSOCIATION OF TEACHERS OF SINGING, INC. These accounts shall be signed by the Treasurer and the President, or any two officers authorized by the Board of Directors in the absence of the Treasurer or the President. Their signatures shall be registered with the bank after their installation to office; present a financial statement at every Membership and Board meeting or whenever deemed necessary by the President. Records of all transactions and all savings and investments shall be open to the membership at all times during regular business hours, given reasonable prior notice.
Section 3. ADVISORS
There shall be three (3) elected Advisors. At least one advisor is elected at each election to serve a one-year, two-year or three-year term. A minimum of one Advisor’s term shall expire each year. The Advisors shall assist the President and the CHAPTER.
IN ADDITION TO THE RESPONSIBILITIES LISTED ABOVE, ALL OFFICERS SHALL:
- a. hear the professional needs and concerns of individual CHAPTER members
- b. send the Webmaster electronic copies, for the archive, of CHAPTER business and activities relating to their offices
- c. work with the Board and CHAPTER members to cover Board vacancies and any additional duties that may arise
ARTICLE IV. NOMINATING COMMITTEE
The Nominating Committee shall be elected at the Annual Meeting by the CHAPTER Membership and shall function throughout their elected term of one year. It shall consist of five members, one of whom shall have been the chairman of the Nominating Committee from the previous year.
- a. The Nominating Committee shall solicit Nominations from the membership beginning on February 1st of each year. Nominations may be submitted in writing by the membership to the Nominating Committee on or before February 28th.
- b. The Nominating Committee shall present a SLATE of nominees for each office to be filled, and four (4) eligible candidates to serve on the next Nominating Committee. One of the four (4) members may volunteer or be selected at the Annual Meeting to serve as the Nominating Committee Chairman and shall be an ex officio member of the Board. The slate of Nominees shall be due on or before March 31st of each year.
- c. The SLATE of proposed Officers, at least one Advisor and the Nominating Committee for the coming year shall be sent to each member at least two weeks in advance of the election deadline. See Article five (5), Section two (2) – Election.
- Section 2. STANDING AND SPECIAL COMMITTEE
- The President may appoint Committee Chairmen and designate appropriate Committees as needed to benefit the CHAPTER, with the approval of the Board of Directors.
- ARTICLE V. MEETINGS
- Section 1. MEMBERSHIP
- There shall be regular meetings of the members of the CHAPTER. The time and place may be designated by the President and/or the Board of Directors.
- Section 2. ELECTION
- The election of CHAPTER Officers shall be held in April. The ballot submission deadline shall be at least ten (10) days in advance of the Annual Meeting.
- Section 3. ANNUAL MEETING
- The CHAPTER Annual Meeting shall be held in May for the purpose of installing the new Officers and presenting annual reports of all Officers and Committee Chairmen. This shall be a joint meeting of the old and new Board of Directors.
Section 4. VOTING BY MAIL
A vote of the CHAPTER may be taken by mail. The vote of a majority of responses shall constitute the vote of the CHAPTER, provided that at least 5% of the membership eligible to vote has returned a valid ballot by the date specified. The result of such a vote shall be published to the entire membership. The date by which ballots must be returned in order to be counted shall be specified on the ballot.
Section 5. ELECTRONIC VOTING
- a. A vote of the CHAPTER may be taken electronically. In any electronic ballot, however, Members may request a paper ballot.
- b. The vote of a majority of responses shall constitute the vote of the CHAPTER, provided that at least 5% of the membership eligible to vote has returned a valid ballot by the date specified. The result of such vote shall be published to the entire membership. The date by which ballots must be returned in order to be counted shall be specified on the ballot.
Section 6. QUORUM
- a. Ten (10) Members of the CHAPTER, including at least two (2) CHAPTER officers, shall constitute a quorum at the Annual Meeting of the CHAPTER.
- b. Receipt of ballots from at least five percent (5%) of the membership eligible to vote shall constitute a quorum for mail and electronic meetings.
- Section 7. FISCAL YEAR
- The Fiscal Year of the CHAPTER shall end December 31st and commence January 1st.
- ARTICLE VI. BYLAWS
- The Bylaws may be amended by the affirmative vote of two-thirds of the members present and voting at any regular or special meeting provided that: The amendment has been approved by a majority of the Board of Directors and that written notice of the proposed changes has been sent to the membership two weeks prior to the meeting.
- ARTICLE VII. PARLIMENTARY AUTHORITY
- Section 1. PROCEDURE
- ROBERT’S RULES OF ORDER NEWLY REVISED shall be the parliamentary authority for all matters or procedure not specifically covered in the Bylaws.
Section 2. PROXIES.
Proxy voting is not permitted at any meeting of the CHAPTER or the Board.
Proposed changes May 15, 2016 to conform with current CHAPTER practice, NATS 501 (c) (3) status, NATS Antitrust Compliance Settlement per FTC Consent Order and revisions of CHAPTER officer duties.
Approved by a majority of the CHAPTER Board of Directors, ______February, 2017________.
Passed by the Membership by two-thirds vote, _______March 2017___.
Dr. Alexis Davis Hazell, Past-President and Bylaws Committee Chair
Jennifer Nagy, President
Rachel Stoddard, 1st Vice-President of Programs
Tracy Peterson, 2nd Vice-President of Membership
Dr. Andrea Pitman Will, Secretary
Connie Trujillo, Treasurer
Christy Welty, Advisor
Nichole Jensen, Advisor
Mary Jane McCloskey, Advisor