Fairmont Opera House Board of Directors

Kerry Nagel-Allen - President

Scott Fuhrman - Vice-President

Kristie Gaalswyk - Secretary

Mary Schoener - Treasurer

Sandra Krumholz

Barbara Berg Jensen

DeeAnne Helfritz

Christopher Gerhardt

Bob Luedtke 


ANNUAL MEETING TO BE HELD ON MAY 16, 2016 AT 6:00 P.M. Doors open at 5:30 p.m.

The agenda for this meeting will include a vote on changes to the By-Laws and Policies of the Fairmont Opera House, Inc.

Copies of the proposed By-Laws and Policies are available at the FOH office or below:



















Section 1: The registered office of the corporation shall be in the City of Fairmont, County of Martin, State of Minnesota, and the corporation shall have other offices at such places as the Board of Directors may from time to time determine.







Section 1: Any person may become a voting member of the corporation upon the timely payment of the appropriate fee amounts as listed below for each designated type of membership:




A. The Board in its discretion may determine fees and dues payable for these memberships




People who make an unrestricted CASH DONATON at one of the following levels to support the OPERATIONS of the Opera House:


Guardian Angel $5,000 & Up


Community Cornerstone $1,000 - $4,999


Benefactor Membership $500 - $999


Sustaining Membership $250 – $499


Patron Membership $150 - $249


Associate Membership $75 - $149


Contributing Membership $35 - $74


Student Membership $5



(Under 18 years old)



Section 2: The Board in its discretion may issue honorary memberships in recognition of special services rendered to the corporation. Honorary membership shall be for life. No honorary member shall have the right to vote.


Section 3: No Member, either voting or non-voting, by virtue of his membership shall acquire any property rights or personal liability in the corporation.


Section 4: Members shall hold an annual meeting for the election of Directors and transaction of any other business. Written notice of the time and place of said annual meeting is to be published in the local newspapers at least ten (10) days prior to the date of said meeting. Such annual meetings shall be held in the month of May each year, the exact date to be set by the Board and shall be held in the City of Fairmont, Martin County, Minnesota, or any place within or without this State, designated by the Board of Directors in their sole discretion. If such annual meeting has not been held or if Directors have not been elected thereat, Directors may be elected at a special meeting held for that purpose. Upon demand of any member, the President, Vice-President or Secretary shall call the special meeting.


Section 5: Special meetings of the general membership may be called for any purpose at any time in the manner provided in Section 4 by the President, the Board of Directors or two or more 2






members. A person entitled to call a special meeting may make written request to the President, Vice-President or Secretary to call a meeting. Such officer shall give notice of the meeting to be held between 10 to 60 days after receiving the request. If the officer fails to give notice of the meeting within 7 days from the day on which the request was made, the person who requested the meeting may fix time and place for the meeting and give notice of said meeting.


Section 6: All voting members of this corporation shall have equal voting rights. No classes of membership shall be created.


Section 7: A quorum of 5 per cent of the total voting membership must be present in person in order to conduct any business at either an annual or special meeting. When a quorum is not present, the meeting may be adjourned from time to time for that reason. When a quorum has been present at a meeting and members have withdrawn from a meeting so that less than a quorum remains, the members still present may continue to transact business until adjournment.


Section 8: Each membership of this corporation shall have one vote. The member’s vote may be exercised either by ballot or roll call as the Chairman of the meeting may deem appropriate. Voting may only occur by members present at meeting.







Section 1: The property and business of this corporation shall be managed by its Board of Directors, which shall consist of 9 members. Sufficient Directors shall be elected at each annual meeting as will fill the vacancies created by the expiration of the terms of the Directors on June 30th. Directors shall be elected at the annual meeting of the members by majority vote, and each Director shall be elected to serve for a term of three (3) years, and may serve a maximum of 2 consecutive terms, if elected. After serving two (2) consecutive terms, one year must pass before a person is able to serve on the board for a new term.




Section 2: An annual meeting of the Board of Directors shall be held without notice at the time and place of the annual membership meeting immediately following the annual membership meeting or within ten days of the annual membership meeting at such time and place as the Board shall designate provided that a five (5) day notice shall have been given by the Secretary of said meeting. The annual meeting of the Board of Directors shall be for the purpose of election of new officers and to transact such other business as may properly come before said meeting.


Section 3: Special Meetings of the Board may be called by the President or any Board member at any time upon a three (3) day notice. A special meeting may be called without notice to the Directors if a full Board convenes and all agree to the holding of the meeting at such time and place and waive all right of notice thereof. Any action which might be taken at a meeting of the Board of Directors may be taken without a meeting if done in writing, ratified by all the Directors.


Section 4: A quorum for meetings of the Board of Directors is a majority of the membership of the Board. The act of a majority of the Directors present at any meeting, at which there is a quorum, shall be the act of the Board of Directors.


Section 5: The Board of Directors shall meet from time to time as the President of the Board of Directors shall determine. These meetings shall follow Roberts Rules of Order. 3






Section 6: The Board of Directors shall at the annual meeting thereof elect the following officers, President, Vice-President, Secretary, and Treasurer. The President, Secretary, Vice President and Treasurer shall be natural persons of the age of majority. An officer may be removed, with or without cause, by a majority vote of the Board of Directors at any regular or special meeting.


Section 7: The Board may appoint such other officers and agents as it shall deem necessary from time to time, these persons shall hold their offices for such terms and shall exercise such powers and shall perform such duties as shall be determined from time to time by the Board.


Section 8: The officers of the Board of Directors shall have such authority and duties in the management of the business of the corporation as the Board determines.


Section 9: If the office of any Director or any officer or agent becomes vacant by reason of death, resignation, retirement, disqualification, removal from office or otherwise, the directors then in office although less than a quorum, by majority vote may choose a successor or successors who shall hold office for the unexpired term in respect of which such vacancy occurred.


Section 10: The members of the corporation, by a majority vote of those entitled to vote


at an election of Directors, may, with or without cause, remove a Director or the entire Board from office. Neither a Director nor the entire Board shall be removed from office unless the notice of the annual or special meeting at which removal is to be considered states such purpose. When the Board of a Director has been removed, a new director may be elected at the same meeting of the general membership.






Section 1: The Corporation shall keep at its registered office correct and complete books of account, minutes of proceedings of meeting of members, Board of Directors, and committees having any of the authority of the Board of Directors. A member, or his agent, may inspect all books and records for any proper purpose at any reasonable time. Upon request by a member, the corporation shall furnish the member with a statement showing the financial result of all its operations and transactions affecting income and surplus during its last annual accounting period and a balance sheet containing a summary of its assets and liabilities as of the closing date of such accounting period.


Section 2: All checks shall be signed by such officers or agents as may from time to time be designated by resolution of the Board of Directors.






Section 1: The procedure to amend by members is as follows:


a. The Board of Directors may propose an amendment to the By-Laws by resolution setting forth the proposed amendment and directing that it be submitted for adoption at a meeting of the members, or


b. Any five (5) members may set forth a proposed amendment by petition by them subscribed, which shall be filed with the Secretary of the corporation. At least a ten day notice of the meeting of the members, stating the purpose including the proposed 4






amendment, shall be given to each member entitled to vote on the proposed amendment and to each officer and director regardless of his voting rights. Provided that the notice provided by this clause has been given, the proposed amendment may be adopted at any meeting of the members. Such an amendment may be adopted by a majority of the members voting.


Section 2: The members of the corporation may, by a majority vote of the members voting at a meeting duly called for the purpose, authorize the Board of Directors to exercise from time to time the power of amendment of the By-Laws in the manner prescribed in Section 3.


Section 3: When the members have authorized the Board of Directors under Section 2 to amend the By-Laws, the board of Directors by a two-thirds (2/3) vote of the Directors who are present and entitled to vote on the propose amendment, may amend the By-Laws at any meeting of the Board.


Section 4: The members by majority vote of the members voting at a meeting duly called for the purpose may prospectively revoke the authority of the Board to exercise the power of the members to amend these By-Laws.






This corporation shall adopt a July – June 30 fiscal year for accounting purpose, beginning July 1, 1984.


Article VII


Endowment Fund


An Endowment Fund, whose purpose, governance, and operational procedures shall be defined by special resolution adopted by the members, shall be established.


WHEREAS, the Fairmont Opera house believes in the proper management of all gifts, talents, and money, including accumulated, inherited and appreciated resources: and


WHEREAS, persons can give to the work of the Opera House through bequests in wills, charitable remainder and other trusts, charitable gift annuities, assignment of life insurance, and transfers of property (cash, stocks, bonds, real, estate); and


WHEREAS, it is the desire of the members to encourage, receive and administer these gifts in a manner consistent with the wishes of the grantors and in accord with the policies of this Opera House: and


WHEREAS, the Board of Directors may desire to set aside the Opera House’s resources in an endowment;


THEREFORE BE IT RESOLVED, that the membership of the Opera House at its annual meeting on January 20, 1995, approved and established on the records of the Opera House a new and separate fund to be known as THE ENDOWMENT FUND (hereinafter called the "FUND").


BE IT FURTHER RESOLVED, that the purpose of this FUND is to enhance the operations of the Fairmont Opera House, Inc. apart from the general operation for the Opera House; that only 5






the income generated by the FUND shall be used for the annual operating budget of the Opera House. Expenditure of the principle must be approved by 75% of the Board of Directors who must then place the motion to membership meeting. This motion must pass by at least 75% of members present.


BE IT FURTHER RESOLVED, that the Endowment Fund shall consist of those gifts specifically designated to the Fund by grantor or placed in the Fund by the Board of Directors who are given this authority to place assets in the Fund by 75% vote of the Board;


BE IT FURTHER RESOLVED, that the Endowment Fund Committee (hereinafter called the "COMMITTEE") shall be the custodian of the FUND;


BE IT FURTHER RESOLVED, that the following is the Plan of Operation setting forth the administration and management of the FUND.


Plan of Operation




The committee shall consist of five members, all of whom shall be members of the Fairmont Opera House, Inc. Except as herein limited, the term of each member shall be three (3) years. Upon adoption of this resolution by the member, it shall elect five (5) members of the COMMITTEE: two (2) for a term of three (3) years: two (2) for a term of two (2) years; and one (1) for a term of one (1) year. Thereafter, each annual meeting the members shall elect the necessary number for a term of three (3) years. In the event of a vacancy on the COMMITTEEE, the Board of Directors shall appoint a member to fill the vacancy until the next annual meeting of the members, at which time the members shall elect a member to fulfill the term of the vacancy.


The COMMITTEE shall meet at least quarterly or more frequently as deemed by it in the best interest of the Fund.


A quorum shall consist of three (3) members. A majority present and voting shall carry any motion or resolution


The committee shall elect from its membership a chairperson, financial secretary and recording secretary. The chairperson, or member designated by the chairperson, shall preside at all committee meetings.


The recording secretary shall maintain complete and accurate minutes of the all meeting of the COMMITTEE and supply a copy thereof to each member of the committee. Each member shall keep a complete copy of minutes to be delivered to his or her successor. The Secretary shall also supply a copy of the minutes to the Board of Directors.


The financial secretary shall assist the Opera House’s treasurer in maintaining complete and accurate books of accounts for the FUND and shall sign checks and all other necessary documents on behalf and in furtherance of the purposes of the FUND. The Board of Directors shall select an audit committee to audit the fund books annually. 6






The COMMITTEE shall report on a quarterly basis to the Board of Directors, and, at each annual or special meeting of the Opera House, shall render a full and complete financial account of the administration of the FUND during the preceding year.


The COMMITTEE may request other members of the Opera house to serve as advisory members and, at the expense of Endowment Fund, income may be used for such professional counseling on investments or legal matters as it deems to be in the best interest of the fund.


Members of the COMMITTEE shall not be liable for any losses which may be incurred upon the investments of the assets for the FUND except to the extent such losses shall have been caused by bad faith or gross negligence. No member shall be personally liable as long as he/she acts in good faith with ordinary prudence. Each member shall be liable only for his/her own willful misconduct of omissions, and shall not be liable for the acts or omissions of any other member. No member shall engage in any self-dealings or transactions with the fund in which the member has direct or indirect financial interest and shall at all times refrain from any conduct in which his/her personal interest would conflict with the interest of the fund.


All assets are to be held in the name of the Fairmont Opera House, Inc. Endowment Fund.


The determination of when to hold, sell, exchange, rent, lease transfer, convert, invest, reinvest, and in all other respects to manage and control the assets of the FUND, including stocks, bonds, debentures, mortgages, notes, or other securities or real estate, as in their judgement and discretion they deem wise and prudent, are to be made by the COMMITTEE.


2. Distribution of Income


The committee shall determine what is principal and income according to the accepted accounting procedures.


Income from the FUND that is not otherwise designated on how or when it is to be distributed by Grantor shall be distributed annually to the Board of Directors and such other times as deemed necessary and/or feasible.


BE IT FURTHER RESOLVED that any amendments to this resolution, which will change, alter or amend the purpose for which the FUND is established shall be adopted by a 75% vote of the members present at the annual meeting called specifically for the purpose of amending this resolution." In the event of a catastrophe as defined and agreed by majority of the Opera House Board of Directors and COMMITTEE, up to 20% principle maybe used.


3. Disposition or Transfer of Fund.


BE IT FURTHER RESOLVED, that in the event the Fairmont Opera House, Inc. ceases to exist either through merger or dissolution, disposition or transfer of the FUND shall be at the discretion of the COMMITTEE, to such organization or organizations organized and operated exclusively for charitable , educational, religious or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501 (3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue law) as the COMMITTEE shall determine. Any such assets not so disposed shall be disposed of by the District Court of the County of Martin State of Minnesota, exclusively for such purpose or to such organization or organizations as such Court shall determine, which are organized and operated exclusively for such purposes. 7






Article VIII




Section 1: The President shall prepare the agendas for monthly meetings, special board meetings, and the annual membership meeting. The President shall appointment a Board of Director at each meeting to serve as Parliamentarian for that day. The President serves as Ex Official member of all committees. The President shall serve as the chairman for the search committee when looking for an Executive Director. The President shall sign all grant applications and the filings for taxes.


Section 2: The Vice President shall exercise the powers and authority and perform the duties of the President in the absence or disability of the President. The Vice President shall serve as Chair of the Annual Meeting being responsible for the program. The Vice President shall review the Fairmont Opera House Bylaws and Policies.


Section 3: The Secretary shall maintain an accurate record of the proceedings of the Opera House Board of Directors meetings. The Secretary shall provide notice of all meetings five (5) business days prior to all meetings. The Secretary shall exercise the powers and authority and perform the duties of the President in the absence or disability of the President and Vice President.


Section 4: The Treasurer shall present a monthly financial report to the Board of Directors and an Annual Financial Report to the members of the Opera House at the Annual Meeting.


Article IX


Standing Committees


Section 1: The Executive Committee shall act for and on behalf of the Board of Directors when the Board is not in session, but shall be accountable to the Board for its action. It shall be composed of the President, Vice President, Secretary and Treasurer. The Executive Committee shall coordinate all committees and coordinate and administer the Executive Directors annual review. The Secretary will keep records and submit meeting minutes for the distribution to the board.


Section 2: The Finance Committee shall include the treasurer who will serve as the Chair, an Endowment Committee Board Member, and up to 3 (three) members from the general membership. Duties include:


i. provide oversight on budgeting, accounting, receipts and expenses


ii. make recommendations to the Opera House Board on financial matters


iii. prepare the Annual Financial Report


Section 3: The Buildings and Grounds Committee shall meet quarterly and include; a voting Board Member and other interested members from the general membership. Duties include:


i. maintain and improve the physical structure, interior, and exterior of the Fairmont Opera House while maintain its historic atmosphere










ii. offer building and grounds management for the entire facility


iii. review annual service contracts (fire safety, pest control, computer(s), computer back up, snow removal, phone(s) either cell or landline, trash removal and recycling


iv. recommend to the Fairmont Opera House Board all renovation projects with accost of more than $1,000.00


v. submit budget proposal


vi. develop and maintain a list of repair/renovation needs and proposals


vii. help procure volunteers when possible to provide "sweat equity"


viii. work with the Fairmont Building Inspector for approval of major renovations


ix. Propose updates to comply with American disabilities Act


a. to ensure equal access to all Fairmont Opera House patrons


b. review access and recommend accessibility issues for patrons with disabilities


c. submit minutes for distribution to the Fairmont Opera House Board


d. prepare a report for the annual Opera House membership meeting


Section 4: The Children’s Theatre Committee shall include a Board Member, the Executive Director, and any other interested volunteers. Duties include:


i. to provide educational activities which offer youth active participation and offer workshop settings in which youth can gain actual experience with production, writing, acting, music, set design, costuming, make-up and theatre organization.


ii. make participation available to all children in the surrounding communities who meet the age requirement


iii. promote and develop communication skills, self-discipline, self-confidence, initiative, cooperation, a sense of responsibility and loyalty to a common enterprise


iv. develop participant’s understanding of a theatrical experience


v. find and use volunteers to promote the program and participate in it


vi. promote the significance and value of the Fairmont Opera House as a center for theater activity


vii. Prepare a budget for each activity to be submitted to the board for approval


viii. get prior approval from the Fairmont Opera House Board for any expense which exceeds $300.00


ix. submit request for checks for payment and/or payment of bills in a timely manner


x. submit minutes from meetings for distribution to the Fairmont Opera House Board


xi. prepare a report for the Annual Opera House Meeting


KNOW ALL MEN BY THESE PRESENTS That I, the undersigned, Secretary of Fairmont Opera House, Inc., do hereby certify that the above and foregoing By-Laws were duly authorized as the By-Laws of said corporation on the _____________________ day of _______________, 2016.



__________________________ ______________________________


Secretary President 9







Policy and Procedures Handbook


I) Personnel Policies


a. General Employment Procedures:


It is the policy of the Fairmont Opera House to provide employment opportunities without regard to race, creed, religion, national origin, age, gender, disability or marital status. Permanent employment opportunities will be advertised as appropriate.


Persons hired for positions at the Fairmont Opera House will be qualified by education and experience to handle the responsibilities of the job. Interviews shall be conducted by Executive Director and at least one board member.


All policies are to be based on the established fiscal year.


Employee Evaluation – All employees of the Fairmont Opera House will evaluated at least annually.


The Board of Directors will perform the yearly evaluation of the Executive Director and the Executive Director will complete evaluations of other Fairmont Opera House staff. These evaluations will be conducted with a board member present. The Executive Committee will review the other staff evaluations as well. The Executive Director is directly responsible to the Fairmont Opera House Board of Directors.


b. General Employment Policies


Working Hours – The work week shall consist of five days and the office shall be open from 9:00 a.m. to 2:00 p.m. Because of the amount of staff work that must be done during the evening and weekend hours, this will considered in calculating work time. An answering machine will be used when the office is not staffed. Full-time employees are defined as regularly scheduled at 35 plus hours per week. Full-time hourly employees receive an unpaid lunch hour.


Paid Holidays – Full-time employees are compensated for eight hours for the designated holidays. There are eight paid holidays which may include: New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and day after Thanksgiving, Christmas Eve Day and Christmas Day. The office will be closed on paid holidays. When a paid holiday falls on a Saturday, the office will observe the holiday on the preceding Friday; when a paid holiday falls on a Sunday, the office will observe the holiday on the following Monday.


Paid Time Off (PTO) – Each regularly employed full-time employee shall earn PTO at the rate of ten days a year with one additional vacation day for each year of employment up to a maximum 26 days per year. New employees shall accumulate vacation leave during their first six-months of employment but may not take vacation leave until after that six-month period. All leave must be must be requested in writing. Any leave of three days or more by the Executive Director must be approved by the Fairmont Opera House Board of Directors. The Executive Director must pre-approve any vacation leave by staff. If PTO is not taken by any staff member within the time specified in this section, it shall be forfeited and no financial compensation maybe paid. 10






Leave of Absence – When a full-time employee is called for jury duty, that employee shall be granted time off without loss of pay unless reimbursed by the court. Leave of absence without pay shall be granted for jury duty for a part-time employee. Leave of absence with pay is allowed for a death in the full-time employee or spouse’s immediate family up to a maximum of three days.


Military Leave – is given per government regulations.


Parental Leave – shall be granted for the birth or adoption for up to 6 weeks without pay provided he or she has been employed for 12 months.


Grievances – Occasionally, a difference of opinion or question may arise between employees, their immediate supervisor, or the Fairmont Opera House Board of Directors concerning the meaning, interpretation, or application of a Fairmont Opera House policy. It is the policy of the Fairmont Opera House to address grievances as they arise and to arrive at a fair and equitable resolution. All grievances are to be submitted in writing to the president of the Fairmont Opera House Board of Directors. The president will call a board meeting to discuss the issue. The Fairmont Opera House Board of Directors’ decision is final.


Resignation – Any employee wishing to leave the employment of the Fairmont Opera House in good standing shall give at least two weeks notification before leaving. Such notice shall be written and shall indicate the effective date of resignation. Once notice is given further PTO may not be taken. Any employee leaving in good standing shall be compensated for any unused PTO accrued under the PTO policy. If proper notice cannot be given, the Board of Directors, at its discretion, may grant or deny benefits based on the appropriateness of the reason for resignation given by the employee.


Separation/Termination – Individuals may be separated from Fairmont Opera House employment either voluntarily or involuntarily. The Board of Directors has the option of offering a severance pay.


Overtime Payment – No overtime compensation will be provided. Overtime shall normally be compensated for by allowing an employee time off. This is referred to as comp time. Comp time can be taken as needed with prior approval by the Fairmont Opera House Board of Directors. It should be accrued and used within a two-month period whenever possible.


II) Executive Director is a full time salaried position directly responsible to the Board of Directors.


A. Qualifications and Education


i. requires knowledge, skill and mental development equivalent to completion of four years of college


ii. should have knowledge of planning and administrative skills


iii. ability to evaluate procedural and program efficiency and make recommendations


iv. ability to prepare concise reports, both oral and written


v. requires skills in grant writing and contract negotiations


vi. experience in finance and budgeting


vii. ability to maintain effective working relationships with a diverse clientele which includes the public, professional artists, arts administrators, board members, and arts consumers existing in the region










B. Directly responsible for following tasks:


i. coordinate events at and for the Fairmont Opera House


1. ensure patron, volunteer, client safety and satisfaction


2. act as a liaison between clients, volunteers and board members


3. schedule and oversee operation of events


4. work with Board and staff to secure necessary equipment and personnel to run events


5. provide event follow-up to Board of Directors


ii. supervise personnel


1. supervise paid staff, independent contractors and volunteer workers


2. provide training for Fairmont Opera House volunteer personnel as needed


3. work closely with board personnel to ensure a smooth, efficiently run Opera House


4. evaluate paid staff on an annual basis or as requested by the Board


5. prepare payroll and quarterly reports


iii. supervise building operations


1. employment of all staff is at the desecration of the Executive Director as approved by the Board of Directors


2. implement and monitor laws, building policies, guidelines and/or procedures as described by the Federal Government, State of Minnesota, City of Fairmont and/or the Fairmont Opera House Board of Directors


3. in Conjunction with the Board of Directors, develop and implement short and long-term planning and assessment of the physical plant, maintenance equipment, personnel levels, service levels and utilities


4. conduct building inspections to monitor equipment, personnel and general activity


iv. assess and meet the needs of the Fairmont Opera House


1. develop and enforce an annual budget to coincide with the fiscal year


2. read and negotiate all aspects of contractual issues, oversee grant applications and provide support to the Board of Directors on grant policy and procedural issues


3. develop and coordinate sponsorship and fund-raising efforts


III) Administrative Assistant is directly responsible to the Executive Director and is a part-time position up to 30 hours per week to vary as required by the duties of the position


A. Qualifications and Education


i. basic bookkeeping and record keeping


ii. typing and computer skills


iii. ability to prioritize and organize responsibilities


iv. good communication skills, both verbal and written


v. experience in general office functions and procedures


vi. general office procedures including: proficiency with Microsoft Office and QuickBooks


B. Directly responsible to the Executive Director to assist the Executive Director with program administration for the following tasks:


i. bookkeeping/record keeping


1. prepare checks for payment of monthly bills


2. maintain the checking account records, the financial records on a monthly basis to reflect all receipts and expenditures This includes but is










not limited to deposits, monitoring balances, billing statements and all cash receipts.


3. maintain complete records


4. prepare monthly financial statement including balance sheet, profit and loss financial statements and show reports for the monthly board meetings


ii. clerical


1. assist with general office duties: answering phone, typing, filing, printing, sorting, labeling and mailing of information


2. assist with preparing the newsletter for printing and bulk mailing


3. manage ticket creation and Sales


iii. Public Relations


1. convey a positive image of the Fairmont Opera House, Executive Director and Board of Directors to the public and to the Fairmont Opera House constituents


2. assist with preparing promotional, marketing, and informational material for distribution


iv. Other duties as assigned by the Executive Director and/or Board of Directors


IV) Fairmont Opera House Board of Directors (BOD)


A. Function – The function of the Board of Directors is to determine, plan, and execute the mission and goals of the Fairmont Opera House in a fiscally responsible manner while adhering to the bylaws and articles of incorporation.


B. Core Values – We value open mindedness, equality of all art disciplines, promotion of artistic excellence, accessibility to our constituents, and maximization of our constituent’s potential.


C. Qualifications of Board of Directors Personnel


i. belief in the mission of the Fairmont Opera House


ii. possess an interest in the growth and development of all art forms; skill in particular art forms is not a requisite


iii. demonstrate experience in community leadership roles; should have a comprehensive knowledge


iv. exercise objectivity and critical judgement


v. work cooperatively with other board members and Fairmont Opera House staff


vi. available to attend scheduled meetings


D. Duties and Responsibilities of Board of Directors (BOD)


i. Board members are required to hold a membership in the Fairmont Opera House.


ii. Board members are required to attend at least 50% of all events sponsored by Opera House.



iii. A Board member is required to attend board meetings. Failure to attend three consecutive meetings may constitute grounds for removal from the Board of Directors. After three consecutive absences the board is required to discuss membership of said member.




iv. Board members shall prepare for each Board meeting by reading all materials sent prior to the meeting.


v. Accept training offered by the Executive Director and/or the Board of Directors.


vi. Board members shall oversee the policies and general management of the organization and keep informed of the activities of the Fairmont Opera House.










vii. Board members are required to serve on at least one standing committee and/or ad hor committee per year.


viii. Each board member serves as conduit for information between the Fairmont Opera House and the community.


ix. Board members shall review and monitor financial activities, including the approval of any expenditure over $1,000.00.


x. Board members are required to attend annual meeting.


xi. Board members are required to attend annual board retreat.


xii. Board members shall assist and support the Fairmont Opera House in the development of community arts programs and projects.


xiii. Board members shall increase the visibility of the Fairmont Opera House as a and promote its mission in the community.


E. Conflicts of Interest


i. No Fairmont Opera House Board member shall participate in or vote in any deliberation relating to issues and proposals in which he or she has a conflict of interest


ii. A conflict of interest exists where Fairmont Opera House Board members:


a. have a material, financial interest in the issue or proposal or area affected by the issue or proposal;


b. are a director, trustee, officer, employee, or agent of an organization directly involved in the issue or proposal;


c. are related by blood or marriage to an individual directly affected by the issue or proposal.


d. Besides guarding against actual conflict of interest, the Fairmont Opera House is concerned that there must be no appearance of conflict. It is the intent of this policy to prevent any questions of a delicate nature and to prevent unfavorable comment of transactions, which may bring the administration of Fairmont Opera House affairs into disrepute.


iii. Prior to commencement of deliberation, a Board member who has a conflict of interest shall disclose orally to the Board that he or she has a conflict of interest.


V) Americans with Disabilities Act (ADA)






The Fairmont Opera House does not discriminate on the basis of disability in admission or access to, or treatment or employment in, its services, programs or activities. Upon request, accommodation will be provided to allow individuals with disabilities to participate in Fairmont Opera House services, programs and activities within the restrictions of the facility limitations.