BYLAWS

as of
October, 2006

AMENDED BY-LAWS CLOUDCROFT LIGHT OPERA COMPANY INCORPORATED CLOUDCROFT, NEW MEXICO 88317 OCTOBER, 2006 (Revised July 2010 and Appendex !, January 2015, below)

ARTICLE I NAME AND PRINCIPAL OFFICE

Section 1. NAME: This organization shall be known as the Cloudcroft Light Opera Company, a non-profit corporation, hereafter known as CLOC.

Section 2. Principle Office: The principle office of CLOC shall be located in the Village of Cloudcroft, New Mexico, 88317, County of Otero, but meetings of members and directors may be held at such places on or within Otero County as may be designated by the Board of Directors.

Section 3. Registered Office: The registered office of CLOC, required by the New Mexico Nonprofit Corporation Act to be maintained in the state of New Mexico shall be P.O. Box 1162, Cloudcroft, New Mexico 88317.

ARTICLE II PURPOSES

The purpose of CLOC is to promote and produce stage production, murder mysteries and special presentations for the enjoyment of the players and the viewing public. The proceeds from these performances and donations will be used for scholarships, other community needs and organizational expenditures and improvements as approved by Board of Directors and, as required the vote of the membership.

ARTICLE III MEMBERS

Section 1. Classes of membership: There shall be three types of membership.

FAMILY MEMBERSHIP will include immediate family (guardians/ parents of the children and will pay a reduced amount.)

INDIVIDUAL membership will be 18 or older (not in college). This ACTIVE member may be anyone that has an interest in acting and stage productions and/or participates in activities.

ASSOCIATE member will be members under 18 years of age (not attending college). Only Active Individual and adult family members are entitled to vote on matters brought before them at any meeting.

Section 2. Dues: Annual dues (amount subject to change) for INDIVIDUAL AND FAMILY MEMBERSHIPS are due in October of each year at the regular monthly meeting. Associate members under eighteen will pay a reduced amount

ARTICLE IV OFFICERS

Section 1. General: The officers of the CLOC shall consist of President, Vice President, Treasurer and Secretary, each of whom shall be elected by the membership. Any two or more offices may be held by the same person with the exception of President and Treasurer. Officers shall also serve as Directors of the Corporation.

Section 2. Duties: PRESIDENT

The PRESIDENT will chair the meetings, prepare appropriate agendas, and act as spokesperson for the Board of Directors. He/she will establish committees and appoint chairman as needed.

The VICE PRESIDENT will carry out the duties of the President in his/her absence and perform other duties as assigned by the President. The Vice President shall assume the office of the President in the event of a vacancy.

The TREASURER is responsible for all financial records and shall provide a financial report at each monthly meeting. The Treasurer will be responsible for initiating checks for payment of all bills and assuring that the two signature element requirement for each check is met. Normally checks will be signed by the President and Treasurer however, the Vice President or Secretary may act as signatories in the absence of the President. The officers of the corporation are the only approved signatories.

The SECRETARY is responsible for taking and preparing meeting minutes and maintaining all corporate correspondence and records.

Section 3. Term of Office: Officers shall serve for one year terms. Each incumbent must declare intent at the Regular monthly meeting in August.

Section 4. Elections: Election of Officers will be conducted at the Regular monthly meeting in September. Candidates for office shall declare their intent, or be nominated by any member(s) in good standing at the August Regular meeting.

Nominations from the floor may also be made at the Regular September monthly meeting. (August -Declare intent, September -Nominations from the floor and Elections. New officers take over 1October, the new fiscal year.)

Section 5. Vacancies: Any Vacancies occurring in an Officer's position may be filled by an affirmative vote of a majority of the remaining directors, although less than a quorum of the BOD. A member appointed to fill a vacancy shall serve the unexpired term of the predecessor (an Officer's term of office is one year.)

Section 6. Removal of Officers and/or Board of Directors: Any officer and/or Board of Director (BOD) that fails to fulfill their obligations and/or has 3 unexcused absences from meetings will be dismissed by a quorum vote of the BOD.

ARTICLE V MEETINGS

Section 1. Regular Meetings: Regular meetings will be held the first Wednesday of each month unless otherwise specified. A simple majority of those present at a meeting is required for passage of motions.

Section 2. Special Meetings: Special meetings may be called for by a combination of any four (4) officers/directors. The Secretary will attempt to provide at least five (5) days telephonic or electronic (email) notice to the Active membership. A simple majority of those present at a special meeting is required for passage of motions. 

Section 3. Quorum: A combination of any four (4) officers/directors shall constitute a quorum for the conduct of business.

ARTICLE VI BOARD OF DIRECTORS

Section 1. Composition: The Board of Directors shall be composed of seven (7) members of CLOC in good standing consisting of directors and officers.

Section 2. Powers: The affairs of the corporation shall be managed by its Board of Directors (BOD) and they are authorized to act in the name of the corporation. The act of the majority of the Directors present or involved wherein a quorum is represented shall be the act if the corporation.

Section 3. Meetings: Regular meetings of the BOD are held the first Wednesday of each month. Regular meetings require no other notice than stated in these by-laws. Special meetings of the BOD will be held on an as needed basis and the Active membership notified as required by these bylaws.

Section 4. Quorum: A combination of any four (4) officers/directors shall constitute a quorum for the conduct of business.

Section 5. Vacancies: Any vacancy occurring in the BOD may be filled by an affirmative vote of a majority of the remaining directors, although less than a quorum of the BOD. A Director appointed to fill a vacancy shall serve the unexpired term of the predecessor (a Directors term of office is one year.)

Section 6. Compensation: No compensation shall be paid to the directors for their services, but Directors may be reimbursed for reasonable expenses actually incurred.

Section 7. BOD Action Without a Meeting: Any action required to be take at a meeting of the BOD, or any other action which may be taken at a meeting of the BOD, may be taken without a meeting if all of the Directors shall indicate in writing their consent to the action taken, which consent shall become a part of the books and records of the corporation.

ARTICLE VII COMMITTEES

Special or Standing committees shall be created on an as needed basis for specific functions/requirements. Creation of such committee (s) shall specify longevity, number of members and specific function. Standing committees are of a permanent nature and should be included in an addendum until the next amendment of the By-Laws. Special Committees are of a temporary nature and need only be recorded in the regular/special meeting minutes in which created.

ARTICLE VIII AMENDMENTS

These By-laws may be altered, amended or repealed and new bylaws may be adapted by the Board of Directors (BOD) at any regular or special meeting of the BOD but, no change may be implemented without approval of the Active members at the next Regular monthly meeting of the corporation.

ARTICLE IX DISSOLUTION

In the event the Corporation is ever dissolved or liquidated, the assets of the Corporation shall be distributed in the following manner pursuant to Sec. 53-8-48, N.M.S.A.Y.1978 Comp:

1. Pay all liabilities and obligations of the corporation 2. Return, transfer or convey all assets held by the corporation on the condition of return upon dissolution or liquidation.

3. All remaining assets shall be distributed to current scholarship recipients, nonprofit organizations/societies, or domestic corporations that have as an objective the operation of entertainment facilities for the benefit of property owners in for county, New Mexico.

4. Under no circumstances shall any assets be distributed to any member, former member, director, officer or former director/officer of the corporation. 

___________________________________
President

___________________________________
Vice President

___________________________________
Secretary

___________________________________
Treasurer

___________________________________

___________________________________

___________________________________
Board Of Directors

State of New Mexico ) 
County of Otero         )

I hereby certify that the above and foregoing By-Laws of Cloudcroft Light Opera Company, Incorporated, A New Mexico Nonprofit Corporation, consisting of five (5) pages, this page included, are the amended By-Laws of this Corporation, adapted by the Board of Directors and approved by the membership vote thereof, at a regular meeting held on the 7th day of July, 2010. 

SUBSCRIBED AND SWORN TO me this _______day of ______________ , 2010

______________________________ 
Notary Public 

My Commission Expires ___________

SEAL

APPENDIX 1 to BYLAWS OF

CLOUDCROFT LIGHT OPERA COMPANY

SCHOLARSHIP POLICIES

Section I.

A. Purpose: The purpose of these policies is to set forth eligibility guidelines and procedures to be utilized by the Scholarship Committee in evaluating and awarding scholarships. These policies are intended to facilitate CLOC’s purpose of promoting the arts, encouraging public service, and assisting students in pursing their academic endeavors.

B. Unless modified by a majority vote of the members at the regularly scheduled meeting held in November of the applicable year, each year, CLOC shall make available and award five (5), $500.00 scholarships ($250.00 for two semesters) to eligible applicants as set forth in Article VII, Section I(D). Two scholarships shall be awarded to eligible graduating high school seniors, two shall be awarded to former CLOC scholarship recipients who intent to continue their post secondary education, and one shall be awarded to the next highest scoring applicant, whether a high school senior or continuing student, based upon the points awarded by the scholarship committee.

Section II. Eligibility

A. Any Cloudcroft, Alamogordo, or Tularosa High School graduating senior who intends to enroll in a post secondary education institution, including an accredited trade/tech school, college or university, may apply. Any past recipient of a CLOC scholarship who intends to continue their post secondary education) may apply.

B. A student may, if selected, receive the scholarship four times for a maximum, total scholarship award of $ 2000.00.

C. All applicants must have a GPA of 2.0 or better.

D. While any student meeting the listed criteria may apply, preference shall be given to those applicants who have (1) shown an interest in the performing arts, such as theatre, band, orchestra, dramatic writing, or vocal arts through demonstrated participation in those activities; (2) shown or professed an interest in studying the performing arts as part of their post-secondary educational plans; (3) and /or have demonstrated a commitment to community service through volunteer activities.

Section III Application Packet

A. The Application Packet shall consist of the Application which shall be in the form as set forth in Attachments A to these Policies.

B. The Application Packets for high school seniors shall be delivered by the Scholarship Committee members to the appropriate high school officials at each local high school by December 15th of the applicable year.

C. It shall be the responsibility of eligible college students (or former CLOC scholarship recipients) to inquire about continuing awards and to print an application from the CLOC website. No applications will be distributed to post secondary schools/colleges.

D. The Application deadline shall be April 1st of the applicable year. In order to be considered, all applications must be complete, and must be postmarked by March 20th of the applicable year or received by the Scholarship Committee by April 1st.

Section IV Evaluation and Award

A. Only those Applications which are complete shall be considered. To be complete, the completed, signed application, together with any required supporting documentation, must be received by CLOC by the application deadline. The applicants shall not include any item not specifically requested and the inclusion of any additional items, including but not limited to photographs or letters or recommendation, shall disqualify the applicant from consideration. The Application shall clearly indicate that no additional items shall be included.

B. The Applications for all applicants shall consist of (five) components:

1. All applicants shall be requested to write and submit an essay. High school students shall submit an essay in which they discuss the importance of the Arts or an individual who has influenced or inspired their artistic endeavors. The essay may discuss the Arts as they relate to society as a whole, historical impact, or how they affect the applicant as an individual. Continuing students shall submit an essay describing their continuing education plans including lessons they have learned during their continuing education, how they have used any scholarship funds received, the role that financial aid and scholarships have played in their education, personal insights and how their educational plans have been impacted. All essays shall be a minimum of 500 words with a 600 maximum word limit.

C. Applications from all students shall be evaluated based upon the following point scale:

Possible points: 47

Category

Description

Points Possible

Points Awarded

Essay:

Award between 1-10 points for content, clarity, writing style, grammar etc.

10

Arts Participation:

CLOC gives preference to students who have participated in the arts. Award 10 points if the student has participated in drama or a dramatic production and 5 points if the student has participated in the musical arts in the preceding year.

10 for drama

5 for music (band, choir)

(max 15)

Arts Education:

CLOC gives preference to students who plan to study the arts, or who are studying the arts, in their post-secondary education. Award 10 points if the student plans to study, or is studying, drama, music or creative writing as part of his college curriculum.

10

Community Service

Award 1 point for every five hours that the student has devoted to community service activities or a community service organization.

10 max

Work

Students who have worked or who are working 10 hours per week or more to help pay for college receive five points.

5

C. Each member of the Scholarship Committee shall review each application and award each applicant points based upon their assessment and the rubric set-forth in Section B. The points awarded by each Committee member to each applicant shall be combined with those of the other members and then averaged to reach a final score for that applicant.

D. The two (or three) scholarships to be awarded to high school seniors shall be awarded to those applicants who received the highest final score. In the event of a tie between two or more applicants, the award shall be made to the tied applicant or applicants who has/have the highest GPA(s).

E. The two (or three) scholarships to be awarded to continuing students/prior recipients shall be awarded to those applicants who received the highest final score. In the event of a tie between two or more applicants, the award shall be made to the tied applicant or applicants who has/have the highest GPA(s).

F. A record shall be made of all Applicants scores. In the event that any recipient shall become ineligible to receive his or her awarded scholarship due to a failure to fulfill any of the additional requirements for receipt of the scholarship, that recipient shall be notified in writing of his or her ineligibility. The scholarship amount that was to be awarded to the ineligible recipient shall than be awarded to the applicant who received the next highest score. That Applicant shall be notified in writing, electronically or physically delivered, and he or she shall have thirty (30) days to satisfy the remaining awardrequirements.

Section V Award and Delivery

A. The Scholarship Committee shall notify the scholarship recipients of their award in writing, electronically or physically delivered. Such notification shall advise the recipient of all additional requirements for his or her receipt of the award.

B. At the election of the Scholarship Committee, recipients may be presented with certificates acknowledging their scholarship awards at their high school graduation ceremonies or award ceremonies.

C. Each scholarship award shall be payable in two installments of $250.00. The student may receive the funds for the semesters of his or her choosing (fall, spring, summer).

D. All new and continuing students shall provide CLOC with proof of enrollment which proof shall consist of an official class schedule, registration certificate, or tuition bill for the semester for which they are to receive scholarship funds.

E. Receipt of continuing funding, or payment of the second installment of the scholarship award, is conditioned upon the recipient attaining and maintaining a minimum grade point average of 2.5. All enrolled students who have completed post-secondary coursework, shall submit a copy of his or her most recent college transcript as proof of compliance.

F. Upon receipt of such proof of enrollment, and proof of grade point average for continuing students, the CLOC Treasurer shall issue a check in the appropriate amount, made payable directly to the student.