Constitution and Bylaws

The Constitution and Bylaws of Rocky Mountain Chorale

ROCKY MOUNTAIN CHORALE CONSTITUTION

Article I Name

The Chorale shall be called the Rocky Mountain Chorale and is incorporated under the laws of Colorado as a not for profit [501(c)3] organization.

Article II Objectives

The objectives of the Chorale are to promote the art of choral singing through the presentation of concerts within the community and to further the musical training of its membership through this activity.

Article III Membership

Membership is open to individuals who wish to support the objectives of the Chorale through regular attendance at rehearsals, participation in concerts, payment of dues, and providing support for the organization. Musical auditions may be required for prospective and current members on an annual basis.

Article IV Officers

The officers of the Chorale are elected and shall consist of the president, vice president, secretary, and treasurer. The business of the Chorale shall be administered by a Board of Directors which is comprised of the officers together with the past president, the publicity/public relations coordinator and one member elected at large. The term of office begins July 1 following the election and terminates the following June 30.

Article V Elections

The officers and Directors of the Chorale shall be elected annually, with terms limited to two consecutive years of service. In the event of a resignation, replacements will be made and approved by the Board of Directors.

Article VI Meetings

The Chorale shall hold at least one business meeting per calendar year to conduct elections and address other business as necessary.

Article VII Amendments

Amendments to the constitution may be proposed by resolution from the Board of Directors or any five members of the Chorale two weeks prior to notification of the membership. Approval by two-thirds of the membership is required for adoption.

June, 1995
Amended May, 1997

ROCKY MOUNTAIN CHORALE BYLAWS

I  Name

The Chorale shall be called the Rocky Mountain Chorale and is incorporated under the laws of Colorado as a not for profit organization.  It was subsequently registered with the IRS as a 501(c)3 organization.

II  Objectives

The objectives of the Chorale are to promote the art of choral singing through the presentation of concerts within the community and to further the musical training of its membership through this activity.

III  Membership

Membership is open to individuals who wish to support the objectives of the Chorale through regular attendance at rehearsals, participation in concerts, payment of dues, and providing support for the organization.  Musical auditions may be required for prospective and current members on an annual basis.
The Chorale does not discriminate on the basis of disability, race, color, creed, religion, gender, age, sexual orientation, or national origin.

IV  Officers and Board of Directors

The officers of the Chorale are elected and shall consist of the president, vice president, secretary, and treasurer.  The business of the Chorale shall be administered by a Board of Directors, which is comprised of the officers together with the past president, the publicity / public relations coordinator, and one member elected at large.  The term of office begins July 1 following the election and terminates the following June 30.
One half of the members of the Board shall constitute a quorum.  Action items shall be passed by a simple majority vote of the Board.
The Board is responsible for setting policy; hiring the conductor and, on recommendation of the conductor, hiring the accompanist and other musicians; establishing and monitoring the annual budget; approving the Chorale’s music; and monitoring membership attendance.

A.  Officers

President
The president is responsible for chairing the Board of Directors and overseeing the work of the Chorale officers, conductor, and committees of the Chorale.  The president also represents the Chorale to the public and assists in seeking funding sources, including grants, for the chorale.
Vice President
The vice president shall arrange rehearsals and concerts (i.e., serves as concert coordinator), is responsible for concert logistics and scheduling, and assists the president as necessary.
Secretary
The secretary is responsible for Chorale correspondence, taking minutes at board meetings, and ensuring that Chorale registration is up to date with the Colorado Secretary of State.
Treasurer
The treasurer maintains accurate and current financial records, is responsible for cash receipts and disbursements, proposes an annual budget and the amount of membership dues for review and approval by the Board, collects membership dues, provides financial data for grants, oversees ticket sales for concerts, and files state and federal tax forms as required.  In addition, the treasurer keeps a current list of Chorale members and orders music as directed by the conductor.

B.  Other Members of the Board
Past President
The past president serves as advisor to the Board and is responsible for coordinating summer Chorale activities.
Publicity / Public Relations Coordinator
The publicity / public relations coordinator works with the vice president in publicizing concerts; is responsible for designing and processing publicity pieces including postcards, posters and announcements; and is responsible for soliciting and developing program ads.
At-Large
The at-large member is responsible for the written program for each concert.

V  Elections

The officers and directors of the Chorale shall be elected annually.  In the event of a resignation, replacements will be made and approved by the Board of Directors.
Elections shall be conducted at the annual meeting.  The Board of Directors will present a slate of officers and agenda for that meeting no later than one week in advance to the membership.  Nominations may be made from the floor, and election shall be by a majority of those members in attendance and by proxies, if any, for those absent.
Any member may request that the vote be by secret ballot.  If no candidate receives a majority of the votes cast, there shall be an immediate run-off between the two candidates who received the largest number of votes.

VI  Meetings

The Chorale shall hold at least one business meeting per fiscal year to conduct elections and address other business as necessary.

VII  Rehearsals and Performances

The Chorale shall rehearse weekly during the Fall and Spring semesters at times and places specified by the Board in consultation with the conductor.  At least two performances shall be held each year; additional performances and rehearsals shall be approved by the Board.  It is expected that members shall make every attempt to attend all rehearsals and performances.

VIII  Dues

Members of the Rocky Mountain Chorale shall pay dues at the beginning of the Fall and Spring semesters.  The amount of the dues shall be proposed by the Board and approved by majority vote of the membership at a meeting of the Chorale membership.

IX  Musical Staff

Conductor
The conductor is responsible for selecting music in a timely manner with approval by the Board; for preparing the Chorale and directing concert performances; recommending the accompanist and other musicians to be hired, and obtaining any equipment necessary within the budget set by the Board; selecting section leaders; providing biography for the concert program; determining equipment and musical needs for concerts; notifying the vice president as to the concert date at least six months prior to the concert; and attending Board meetings as requested.
Accompanist
The accompanist attends all rehearsals or, in consultation with the conductor, finds an appropriate substitute when necessary, and performs as needed in the concerts.

X  Other Positions

The Board of Directors may establish committees or additional volunteer positions to assist in the operation of the Chorale as it sees fit.  These positions or committees do not require ratification by the membership.

XI  Fiscal Operations

The fiscal year of the Chorale is January 1 through December 31.  The treasurer shall present a statement of operations, including but not limited to a statement of financial position (balance sheet) and a statement of activities (income statement) to the membership at the annual meeting and to the Board of Directors at Board meetings.  Officers of the Chorale shall operate under the assumption of care as well as due diligence and the prudent investor (“man”) rule shall govern the activities of the officers and Board of Directors.

XII  Insurance

The Board of Directors shall purchase and maintain a policy of liability insurance as required.

XIII  Dissolution

Upon dissolution of the Chorale, the Board of Directors shall, after paying or making provisions for the payment of all liabilities, dispose of all of the assets of the corporation exclusively for the purposes of the Chorale in such manner, or to such organization or organizations organized and operated exclusively for charitable, education, religious, or scientific purposes as shall at the time qualify as an exempt organization under Section 501 (c) 3 of the Internal Revenue Code of 1934, as amended (or the corresponding provision of future internal revenue law).  Any such assets not so disposed of shall be disposed of by the district court of the county in which the principal office of the Chorale 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.

XIV  Amendments

Amendments to these bylaws shall be made by a majority vote of the membership at a business meeting of the Chorale.  Proposed amendments shall be submitted in writing to the Board of Directors and the membership at least two weeks in advance of consideration by the membership.

June, 2011