Article II: - Purpose
The production of living theatre for the entertainment and edification of the City of Fairfield and surrounding region.

Article III: - Name
The Fairfield Footlighters shall be incorporated as a 501(c)(3) nonprofit, educational institution under the laws of the State of Ohio and Federal Government.

Article IV: - The Board of Directors
The policies and financial obligations of this theatre shall be supervised by a Board of Directors (hereafter referred to as the "Board"). They shall be nine (9) in number, one-third being elected by the membership each year for a three (3) year term. At the first election the length of terms shall be determined by lot. No Board Member may serve more than two (2) consecutive terms unless approved by a majority of members present at the Annual Meeting. A minimum of a simple majority of the Board must reside in the City of Fairfield or the City of Fairfield School District.

• Section 1:
  At any time, if the membership determines that a Board Member is failing to adequately maintain their elected duties as outlined in this constitution, the membership may remove the Board Member with a "No Confidence" petition signed by three-fourths of the membership.
• Section 2:
  If at any time an existing Board Member cannot fulfill their obligations, the Board shall appoint a replacement for that Board Member. Said Member shall fulfill the remaining term of that office.
• Section 3:
  Proxy votes shall be allowed for election of Board members only.

Article V: - The Director
A director, when employed by the Board, shall have complete supervision over all production factors of the theatre except in play selection, which will be a joint responsibility of the Board and the Director.

Article VI: - Membership
Anyone, 18 years of age or older, who pays the annual Membership fee shall be a regular member of this theatre with full rights and voting privileges. The amount of the fee, and the number of admissions inherent shall be determined by the Board. The Board may establish further classes of membership at varying fees, such as Founding, Sustaining or Patron Members, at its discretion. Such other classes of members shall have no privilege other than those enjoyed by Regular Members.

Article VII: - Other Employees
The Board may hire other employees, but those whose chief duties are in play production shall be under the supervision of the director.

Article VIII: - Meetings
An annual business meeting of the membership shall be called each year by the Board with written notice going to the Membership at least two weeks before said meeting. Each paid regular member shall be entitled to vote for Board Members and on other motions projected at the meeting.

• Section 1:
  The Nominating Committee is to present nominations for the Board and shall consist of one Board member and two representatives from the membership. Nominations shall be presented in writing to the membership no later than two weeks before the annual meeting. This shall prevail after the first election.
• Section 2:
  The Board shall be required to submit an annual report to the regular membership at least two weeks prior to the Annual Meeting.
• Section 3:
  Special meetings of the Membership shall be called as needed during the year by the Board with written notice going to the membership at least two weeks before said meeting. Business will be conducted during special meetings in the same manner as it is during the annual meeting.
• Section 4:
  Meetings of Board Members ONLY may be called by the President of the Board as needed to resolve special issues.

Article IX: - The Officers
The officers of the Board shall be elected each year by the Board at their first meeting after the Annual Meeting. The officers, who shall serve for a term of one year, shall perform the duties of their respective offices for the best interests of the theatre. They shall be: President, Vice President, Secretary and Treasurer. The Treasurer, if not currently serving as an elected Board member, shall be an Ex-Officio member with no Board voting rights.

Article X: - Committees
Committees of the theatre, not connected with production of plays, shall be appointed by the President. Their appointment shall coincide with the President's year in office.

Article XI: - Property
All real estate, buildings, and furnishings and equipment therein shall belong on a per capita basis to the current paid up members of this organization. Upon dissolution of this corporation, all real estate, buildings and furnishings and other assets of the Fairfield Footlighters will be distributed to similar organizations or to the Fairfield City Schools Drama Department.

Article XII: - Amendments
This constitution may be amended by a two-thirds vote of paid regular members who are present at the Annual Meeting. All Amendments must be submitted to the membership at least two weeks before the Annual Meeting.

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