Rules and Constitution

Name

The Company shall be called Willenhall Musical Theatre Company.

Objectives

The objectives of the Company are to educate the public in the musical and theatrical arts, and to further the development of public appreciation and taste in the said arts.

Powers

In furtherance of these objectives but not otherwise the Company through its Executive Committee may exercise the following powers:

1. a

   to promote musical theatre, plays, drama, comedies and other dramatic works of educative value;

2. b

   to purchase acquire and obtain interests in the copyright of or the right to perform or show any such dramatic, music or theatrical works;

3. c

   to purchase or otherwise acquire plant, machinery, furniture, fixtures, fittings, scenery and all other necessary effects;

4. d

   to raise funds and invite and receive contributions from any person or persons whatsoever by way of subscription, donation and otherwise, provided that in raising funds the Company shall not undertake any substantial permanent trading activities and shall conform to any relevant requirements of the law;

5. e

   to appoint and constitute such advisory committees as the Executive Committee may think fit;

6. f

   to do all such other lawful things as are necessary for the achievement of the objectives of the Company.

Membership

1. a

   The Company shall consist of Members, and may also include as honorary Life Members such other persons as shall have rendered special services to the Company.

2. b

   All members to be of amateur status with no fees allowed.

3. c

   At its discretion the Executive Committee has the power to request a re-audition of any Acting members at any time.

4. d

   All members of the Company should be aware that all participation is voluntary and at their own risk. The Company cannot take responsibility for any accident or injury caused.

Eligibility for Membership

Membership shall be open to all those aged 16 years or over at the start of rehearsals unless the show requires otherwise, having sympathy with the objectives of the Company and desiring actively to further it and to pay the entrance fee, where applicable, and annual subscription laid down from time to time by the Executive Committee. Every Member shall have one vote.

Applications for Membership

Applications for membership shall be made in writing, signed by the applicant, to the Secretary, who shall submit the same to the Executive Committee for its decision. A copy of the Company Rules will be issued, an audition will then be arranged, the outcome of which will be issued by email to each applicant.

Capabilities of Candidates for Membership

Prior to election all candidates for membership as performers (Acting Members) shall satisfy the Executive Committee as to their histrionic and/or musical ability.

Expulsion of Members

The Executive Committee may, by a majority of at least two thirds, remove from the list of Members the name of any Member who has persistently neglected the work undertaken by the Company or whose conduct it considers likely to endanger the welfare of the Company. Before a final decision is made the Member shall have the right to be heard by the Executive Committee, accompanied by a friend or representative, and shall have the right to appeal the decision to a General Meeting.

Subscriptions and Fees

The annual subscription to the Company and entrance fees, if applicable, shall be determined from time to time by the Executive Committee.

Payment of Subscriptions

The annual subscription is payable in two equal instalments determined by the Executive Committee, the first due by 31st December and the second by 1st March. A member wishing to audition for a principal or named role must have paid the first instalment before auditioning; members auditioning for the chorus or ensemble must pay by these instalment deadlines. The first instalment is not refundable. Members joining part way through a season pay as the Treasurer directs. Youth members automatically become senior members on attaining 18 years of age.

Non-Payment of Subscriptions

The Executive Committee shall have power by bare majority to suspend any member whose subscription remains unpaid after 1st March in any year from exercising all or any of the privileges of membership until their subscription is paid.

Adjustment of Subscriptions

The Executive Committee shall have power to remit such portion of the subscription as they think right in the case of Members elected after 1st March or Members leaving the neighbourhood and resigning their membership before the end of any season and to re-admit to the Company without entrance fee any persons who have previously been Members when such persons have resigned owing to leaving the neighbourhood or for other good cause.

Resignations

Members wishing to resign must give written notice to the Secretary, and in default of so doing will be liable for the subscription for the current year commencing on that date.

Honorary Life Members

Honorary Life Members may, on the nomination and recommendation of the Executive Committee only, be elected on such terms as the members of the Company at an Annual General Meeting may from time to time decide.

Executive Committee

1. a

   The Company shall be managed by an Executive Committee elected at the Annual General Meeting, consisting of the following Officers, namely the Chair, Vice-Chair, Treasurer and Secretary, together with up to 10 further members. Committee members may hold particular roles, such as Ticket Secretary, while remaining ordinary members of the committee.

2. b

   A member of the Executive Committee shall cease to hold office if they:

   • become incapable by reason of mental disorder, illness or injury of managing and administering their own affairs;
   • are absent without the permission of the Executive Committee from all their meetings held within a period of six months and the Executive Committee resolve that their office be vacated; or
   • notify the Executive Committee of a wish to resign (but only if at least three members of the Executive Committee will remain in office when the notice of resignation is to take effect).
3. c

   The proceedings of the Executive Committee shall not be invalidated by any vacancy among their number or by any failure to appoint or any defect in the appointment or qualification of a member.

4. d

   No person shall be entitled to act as a member of the Executive Committee whether on a first or subsequent entry into office until after signing in the minute book of the Executive Committee a declaration of acceptance and of willingness to act in the trusts of the Company.

Executive Committee Members not to be Personally Interested

1. a

   Subject to the provisions of sub-clause (b) of this clause no member of the Executive Committee shall acquire any interest in property belonging to the Company or receive remuneration or be interested (otherwise than as a Member of the Executive Committee) in any contract entered into by the Executive Committee.

2. b

   Any member of the Executive Committee for the time being who is a solicitor, accountant or other person engaged in a profession may charge and be paid all the usual professional charges for business done by them or their firm when instructed by the other members of the Executive Committee to act in a professional capacity on behalf of the Company: provided that at no time shall a majority of the members of the Executive Committee benefit under this provision and that a member of the Executive Committee shall withdraw from any meeting at which their own instruction or remuneration, or that of their firm, is under discussion.

Meetings of Executive Committee

1. a

   The Executive Committee shall hold a meeting normally once a month.

2. b

   A special meeting may be called at any time by the Chair or by any two members of the Executive Committee upon not less than 4 days' notice being given to the other members of the Executive Committee of the matters to be discussed.

3. c

   The Chair shall act as chair at meetings of the Executive Committee. If the Chair is absent from any meeting, the Vice-Chair shall act as Chair, if both are absent the members of the Executive Committee shall choose one of their number to be chair of the meeting before any other business is transacted.

4. d

   There shall be a quorum when at least half of the number of members of the Executive Committee and one ex-officio for the time being, are present at a meeting.

5. e

   Every matter shall be determined by a majority of votes of the members of the Executive Committee present and voting on the question but in the case of equality of votes the chair of the meeting shall have a casting vote.

6. f

   The Executive Committee and any sub-committee shall keep minutes for each meeting.

7. g

   The Executive Committee may from time to time make and alter rules for the conduct of their business, the summoning and conduct of their meetings and the custody of documents. No rule may be made which is inconsistent with this constitution.

8. h

   The Executive Committee may appoint one or more sub-committees consisting of three or more members of the Executive Committee for the purpose of making any inquiry or supervising or performing any function or duty which in the opinion of the Executive Committee would be more conveniently undertaken or carried out by a sub-committee: provided that all acts and proceedings of any such sub-committees shall be fully and promptly reported to the Executive Committee.

Executive Committee's Powers

The Executive Committee shall have power to decide any questions arising out of these Rules and all other matters connected with the Company (other than and except those which can be dealt with only by the Company in General Meeting) and make, maintain and publish all necessary orders regulations and bye-laws in connection therewith.

Finance

1. a

   The funds of the Company shall be applied solely in furthering the objectives of the Company.

2. b

   The funds of the Company, including all members' fees, donations, box office income and bequests, shall be paid into an account operated by the Executive Committee in the name of the Company at such bank as the Executive Committee shall from time to time decide. All cheques drawn on the account must be signed by at least two members of the Executive Committee.

3. c

   No member of the Company shall receive payment directly or indirectly for services to the Company or for other than legitimate expenses incurred in its work.

4. d

   No expenditure shall be incurred by any member of the Company without the authority in writing of the Treasurer and/or Secretary and all accounts shall be sanctioned by the Executive Committee.

5. e

   The Executive Committee shall have the power to fix honoraria and travel rates, where appropriate, for the following officers: Producer, Director, Musical Director, Choreographer, Accompanist, and Stage Manager.

6. f

   The Company shall give an annual subscription to the National Operatic and Dramatic Association in accordance with the subscription scales published by that Association, and shall abide by the Rules & Bye-Laws of that Association.

Financial Year

The financial year of the Company shall commence on 1st September and an annual profit and loss account and balance sheet shall be prepared within two calendar months after 31st August in each year.

Annual General Meeting

1. a

   The Annual General Meeting of the Company shall be held in the month of September or as soon as practicable thereafter, when the Report of the Executive Committee and accounts for the past year, duly audited, shall be presented, the Officers, other members of Executive Committee and an Auditor, for the ensuing year, and the honorary Life Members, if any, elected, and all general business transacted.

2. b

   Every Annual General Meeting shall be called by the Executive Committee. The Secretary shall give at least 14 days' notice of the Annual General Meeting to all members of the Company. All the members of the Company shall be entitled to attend and vote at the meeting.

3. c

   The Annual General Meeting will be chaired by the Presidents.

4. d

   The Executive Committee shall present to each Annual General Meeting the report and accounts of the Company for the preceding year.

5. e

   Nominations for election to the Executive Committee must be made by members of the Company in writing and reach the Secretary at least 14 days before the Annual General Meeting; where a position remains unfilled, nominations may be taken at the meeting. Should nominations exceed vacancies, election shall be by ballot.

Retirement of Officers and Executive Committee

The Executive Committee (including the Officers) and the Auditor shall retire annually but shall be eligible for re-election. The names of candidates for these positions shall be sent to the Secretary in writing at least 14 days before the Annual General Meeting and if more names are proposed than the number required to fill the vacancies and sufficient are not withdrawn at or before such Meeting, the election shall be by ballot. If all the afore-mentioned positions shall not be filled at such Meeting or any casual vacancy shall occur thereafter the same may be filled by the remaining members of the Executive Committee co-opting a suitable Member.

Presidency

The position of President or Joint Presidency is for life.

Special General Meetings

A Special General Meeting of the Company may be called at any time by the Executive Committee or after the receipt by the Secretary of a requisition in writing to the effect signed by at least 12 Members shall be called within 14 days. Every such requisition shall specify the business for which the Meeting is to be convened and no other business shall be transacted at such Meeting.

Procedure at General Meetings

The Secretary or other person specially appointed by the Executive Committee shall keep a full record of proceedings at every General Meeting of the Company.

Quorum at General Meetings

No business other than the formal adjournment of the Meeting shall be transacted at any General Meeting unless a quorum be present and such quorum shall consist of not less than 50% of the registered Membership.

Resolution at General Meeting

Unless otherwise provided by these Rules all resolutions brought forward at a General Meeting shall be decided by a bare majority of the votes properly recorded at such Meeting and in the case of an equality of votes the Chair shall have a casting vote.

Notice of General Meeting

A printed notice of every General Meeting accompanied in the case of the Annual General Meeting by the Statement of Accounts for the past year and particulars of nominations for the Executive Committee (including the Officers) and Auditor and of any proposal to elect an honorary Life Member shall be sent to each member at least 14 days prior to the day fixed for such Meeting.

Selection of Works

The Executive Committee shall select the works (productions) to be undertaken by the Company and shall determine the dates of productions. The Executive Committee may consult with the Director, Musical Director, Choreographer and Stage Manager, and will submit to the Company a show or shows for the next production. Should a new show be released for amateur production in the interim period, this may also be considered.

Selection of Production Team

1. a

   The Director, Musical Director, Choreographer and Accompanist for a production will be appointed each year by the Executive Committee. The members of the company will be notified that applications for these positions are being accepted.

2. b

   Notwithstanding the previous statement, the Executive Committee may appoint a production team without notification based on the previous year's production team, if they are happy with that team.

3. c

   Should no suitable candidate(s) for a position be found these positions will be advertised. All applications must be submitted to the Executive Committee on or before the stated deadline date. After which the Executive Committee may interview all applicants.

Selection of Cast

Any acting member of the Company wishing to audition for a part should notify the Director by a specified date. The casting committee will consist of the Director, Musical Director and Choreographer plus a minimum of two and a maximum of six of the Executive Committee.

Revision of Cast

The Executive Committee or its appointed Sub-Committee shall have power to revise the cast from time to time in consultation with the Show Director, if any Acting Member to whom a character has been assigned shall prove, in its opinion, unsuitable for the part.

Obligations of Acting Members

1. a

   Acting Members shall to the best of their ability, play the parts assigned to them whether principal or chorus, and obey the directions given at all rehearsals and performances.

2. b

   The Executive Committee will make available to members Vocal Scores and Libretti for purchase and/or hire. Members are responsible for the safe keeping and return by the end of Show Week, or such other dates as previously announced by the Executive Committee of Vocal Scores and Libretti hired on their behalf. Failure to comply requires the full replacement cost of the book to be met by the member concerned.

Control of Rehearsals

1. a

   The Musical Director shall conduct and control all music rehearsals, the choreographer shall conduct all dance rehearsals and the Stage Manager shall control all stage performances, at all times working under the direction of the Director.

2. b

   Rehearsals to be held weekly and additional rehearsals can be called at the recommendation of the Executive Committee.

Tickets

Every acting member is required to sell a minimum of 20 tickets in order to permit their appearance in the next year's show. Where members of the same household take part together, they share a combined quota of 30 tickets between them.

Attendance at Rehearsals and Performances

A record of the attendance of Acting Members at rehearsals and performances shall be kept by the Secretary. The Executive Committee shall have power to prohibit any Member whose attendance at rehearsals falls below 80% and have been irregular from taking part in the performance of the work in preparation. Acting Members absenting themselves from three consecutive rehearsals may, at the discretion of the Executive Committee and in consultation with the show director, be deemed to have resigned their parts in the work then in rehearsal. Subscriptions are not refunded where a Member is prohibited from taking part, or is deemed to have resigned their part, under this Rule.

Acting Members in excess of Requirements

If at any time the number of Members rehearsing a production exceed the number of persons required for the representation of the same, preference shall be given to the Members who, by the regularity of their attendance, shall, in the opinion of the Executive Committee, have rendered themselves most efficient.

Production Money (Ticket Money)

All monies due from Members in connection with the production and performance of any work, including ticket money, shall be accounted for, and paid to the Treasurer, by the end of the last week of rehearsals before show week, so that the accounts for the production can be settled in good time.

Production Account

Within two calendar months after the final performance of any work produced by the Company, the Executive Committee shall prepare or cause to be prepared a full statement of the receipts and expenses of each production and the same shall be open for the inspection of Members at such time and place as the Executive Committee shall decide.

Recovery of Money due to Company

All monies due and owing to the Company, including the Entrance Fees, Subscriptions and Ticket Money of Members, shall be recoverable at law in the name of the Secretary.

Social Media

Emerging platforms for online collaboration are fundamentally changing the way we work, offering new ways to engage with members, our audience, and the world at large. If you participate in social media, please follow these guiding principles:

1. a

   Stick to your area of expertise and provide unique, individual perspectives on what is going on at Willenhall Musical Theatre Company.

2. b

   Post meaningful, respectful comments. In other words, no spam and no remarks that are off-topic or offensive.

3. c

   Always pause and think before posting. That said, reply to comments in a timely manner, when a response is appropriate.

4. d

   Respect proprietary information and content, and confidentiality.

5. e

   When disagreeing with others' opinions, keep it appropriate and polite.

6. f

   Failure to comply with any of these points will be dealt with in accordance with Rule 8 (Expulsion of Members).

Dissolution of Company

If the Executive Committee decides that it is necessary or advisable to dissolve the Company it shall call a meeting of all members of the Company, of which not less than 14 days notice (stating the terms of the resolution to be proposed) shall be given. If the proposal is confirmed by a two-thirds majority of those present and voting the Executive Committee shall have power to realise any assets held by or on behalf of the Company. Any assets remaining after the satisfaction of any proper debts and liabilities shall be given or transferred to such other charitable institution or institutions having objectives similar to the Company as the members of the Company may determine or failing that shall be applied for some other charitable purpose.

Alteration to Rules

The Executive Committee may alter, add to or repeal these Rules at any time. Any such change must be carried by a majority of at least two thirds of the committee members voting on it. The vote need not take place at a General Meeting: it may be held at any reasonable time and through any agreed method of communication, including in person, by email or by a messaging group.

Safeguarding

The Company is committed to the safety and wellbeing of all members, and in particular of members under the age of 18. The Executive Committee shall adopt and follow a Safeguarding Policy, appoint a Safeguarding Officer, and provide suitable chaperoning and a code of conduct for young members. Criminal record disclosures are not compulsory for an amateur company, but the Executive Committee may obtain them where it considers it in the Company's best interest, as set out in the Safeguarding Policy.

Data Protection

The Company holds members' personal data only for the purposes of running the Company and its productions, and processes it in accordance with the UK General Data Protection Regulation and the Data Protection Act 2018. The Company shall keep a privacy notice available to members, retain personal data only for as long as it is needed, not share it outside the Company without consent, and allow members to see and correct their own data. Particular care shall be taken with the data of members under 18.

Members Under 18

Where a member is under the age of 18, a parent or guardian must countersign the membership form and the Cast Member Agreement and shares responsibility for any subscriptions, ticket money or other sums owed to the Company by that member.

Health, Safety and Emergencies

The Company shall take reasonable care for the health and safety of its members, and shall maintain and follow health and safety and emergency procedures, including a lockdown procedure, at rehearsals and performances. This does not diminish the voluntary nature of participation set out in Rule 4.

Equal Opportunities

The Company welcomes members regardless of age (subject to Rule 5), disability, gender, gender reassignment, marriage or civil partnership, pregnancy or maternity, race, religion or belief, or sexual orientation, and will not tolerate discrimination or harassment on any of these grounds.

Communication with Members

The Company's main channel for day to day communication with members is its private members' group on Facebook. Any requirement in these Rules for a notice, or for something to be in writing, may be satisfied by electronic communication, including email or the members' Facebook group, sent to the contact details a member has provided. A printed copy of any notice will be provided to a member on request.

Conduct at the Theatre and During Show Week

Members represent Willenhall Musical Theatre Company at the theatre and in public, and shall at all times conduct themselves courteously and professionally, treating the venue, its staff, our audiences and fellow members with respect.

1. a

   Members must sign in, and sign out, on the sign-in sheet at every rehearsal, technical and dress rehearsal and performance, both as a record of attendance and for fire safety, and shall arrive by the call times set by the production team.

2. b

   At the theatre, members shall follow the directions of the Director, Musical Director, Choreographer and Stage Management at all times.

3. c

   Backstage discipline shall be maintained: noise in the dressing rooms and wings shall be kept to a minimum so that nothing can be heard front of house, and members shall be ready in good time for their entrances.

4. d

   Mobile phones shall be silenced, and no photography or filming is permitted backstage, in the dressing rooms or during performances.

5. e

   No member shall consume alcohol or drugs before or during a performance, or take part while under the influence.

6. f

   Dressing rooms and shared spaces shall be kept clean and tidy, and all personal belongings and rubbish removed at the end of show week.

7. g

   Costumes, props and set shall be treated with care. Members shall keep costumes clean, shall not eat or drink while in costume, shall keep props in their allocated places, and shall return all costumes and props complete and in good order at the end of show week. Any loss or damage must be reported promptly, and the cost of replacing items lost or damaged through negligence may be recovered from the member concerned.

8. h

   Young members shall follow the Company safeguarding arrangements (see Rule 44), and visitors or guests are not permitted backstage without the permission of the production team or Stage Management.

9. i

   Members shall not appear in costume or make-up in public or front of house areas except where the production requires it.