Constitution & By-Laws
ARTICLE I: NAME OF ORGANIZATION
Section 1. Dayton Public Access Television, Inc., dba DATV
ARTICLE II: THE PURPOSE OF THE ORGANIZATION
Section 1. The purpose of DATV is to oversee and be responsible for the development of policies and the administration of local public access channels.
Section 2. DATV may promote basic and experimental uses of local public access channels, furnish equipment and set up training programs.
Section 3. DATV may promote and endeavor to make Dayton a television training center and a center for educational and government cablevision.
Section 4. DATV may promote and assist development of educational and government cablevision, provided that it shall not control such channel.
ARTICLE III: POWERS OF THE BOARD OF TRUSTEES
Section 1. The Board of Trustees ("the Board") shall have such powers as are necessary to carry out the purposes of DATV.
Section 2. The Board may adopt rules and regulations to govern the operations of DATV.
Section 3. The Board shall resolve any disputes over time allocation, or other questions of equal treatment for access users.
Section 4. The Board may create such professional, clerical and other positions as may be necessary in order to fulfill the purpose of DATV.
Section 5. The Board shall appoint an Executive Director, whose duties shall be designated by the Board.
Section 6. The Board may appoint non-voting associate members.
Section 7. The Board shall submit the annual operating budget to the City.
ARTICLE IV: QUALIFICATIONS FOR MEMBERS OF THE BOARD
Section 1. The Board shall consist of eleven (11) members who shall be residents of the City of Dayton and must hold individual membership at DATV.
Section 2. The DATV Board of Trustees has determined that a cross representation of City of Dayton residents must be maintained on the Board. The Board of Trustees further unanimously agrees that such a cross representation should be implemented by selection among nominees proposed by groups representing minorities, religion, appalachian, youth, women, senior citizens, culture and arts, neighborhood priority boards and education. In order to implement the selection, the Executive Director shall contact nonprofit agencies representative of the groups above for
nominations of persons to serve on the Board. The nominating committee of the Board shall review such list whenever an opening on the Board should arise. The selection process shall exclude from consideration spouses and immediate family members of then serving members of the Board of Trustees and staff.
Section 3. Any member who misses three (3) consecutive unexcused regular meetings of the Board, or who ceases to be a resident of the City of Dayton, shall have his/her membership terminated, and the Board shall appoint a replacement. No alternates shall be appointed by any members, except the Dayton City Commission which may select an alternate.
Section 4. Each member of the Board shall be appointed for a term of three (3) years.
ARTICLE V: OFFICERS OF THE BOARD
Section 1. The officers of the Board shall be:
a. Chairperson
b. Vice-Chairperson
c. Secretary
d. Treasurer
ARTICLE VI: QUORUM
Section 1. Six voting members of the Board shall constitute a quorum.
ARTICLE VII: AMENDING THE CONSTITUTION AND BYLAWS
Section 1. The Constitution and Bylaws may be amended by:
a. A Board member submitting a proposed amendment on the meeting prior to consideration of said amendment; and
b. The affirmative vote of two thirds of the members of the Board present at the meeting, but in no event fewer than five members of the Board.
ARTICLE VIII: CONDUCT OF BOARD MEETINGS
Section 1. Meetings will be conducted in accordance with the Principles of Parliamentary Law set forth in Sturgis Standard Code of Parliamentary Procedure.
Section 2. All meetings of the Board shall be open to the public.
Section 3. Copies of the minutes of all meetings of the Board shall be supplied to the Dayton City Commission. A copy of this Constitution and Bylaws shall be filed with the Dayton City Commission.
ARTICLE IX: INDEMNIFICATION
Section 1. DATV may indemnify any present or former trustee, officer, or employee, pursuant to Ohio Revised Code S1702.12(E)(1).
Section 2. The officers shall be elected from among the voting members of the Board. Nominations shall be from the floor and a majority vote of those members present, but in no event fewer than three (3) members, shall be necessary to elect the officers. Officers will be elected by closed ballot.
Section 3. The term of office shall be one (1) year and shall begin immediately following the election of officers. No Chairperson shall serve more than three (3) successive terms.
Section 4. the officers shall constitute the Executive Committee. The Executive Director shall be an ex-officio (non-voting) member of the Executive Committee. The Executive Committee may act on behalf of the Board, when necessary, subject to ratification of its action at the next Board meeting.
Section 5. Duties of the Officers:
Chairperson: Preside at meetings; act as liaison between Executive Committee and the Board; preside at Executive Committee meetings; and any other duties necessary for the proper functioning of the Board.
Vice-Chairperson: Assume the duties of the Chairperson whenever he/she is absent; assume any other duties assigned by the Chairperson.
Secretary/Treasurer: Responsible for the accuracy and distribution of the minutes for each meeting of the Board and certify the accuracy of the financial report.
ARTICLE X: MEETINGS OF THE BOARD
Section 1. Regular meetings of the Board shall be held on abi-monthly basis.
Section 2. Special meetings may be called by a majority vote of the Executive Committee.
Revised 12/14/98