Proposed Bylaw Amendment: Current Bylaw Article and Section: Current Bylaw Text

PROPOSED BYLAW AMENDMENT
Current Bylaw Article and Section: Article III – Membership, Section 1 – Membership, Rights, and Duties
Current Bylaw text: Membership is open to the public. A person becomes a member by paying annual
membership dues. Voting members shall be 16 or older. Members under 16 may be granted limited voting rights
by the Board of Directors (the Board). Any voting member may bring a proposal to the attention of the Board at
least one week prior to a scheduled Board meeting for automatic inclusion into the meeting’s agenda. Members
involved in NTP activities shall act lawfully, respectfully, and in a manner consistent with the policies, practices,
and mission of NTP.
Proposed Change: The addition of a mandated 60-day membership term before voting rights are granted.
Proposed Bylaw will read: Membership is open to the public. A person becomes a member by paying annual
membership dues. Voting members shall be 16 or older and have been a member for at least the previous 60
days. Members under 16 may be granted limited voting rights by the Board of Directors (the Board). Any voting
member may bring a proposal to the attention of the Board at least one week prior to a scheduled Board meeting
for automatic inclusion into the meeting’s agenda. Members involved in NTP activities shall act lawfully,
respectfully, and in a manner consistent with the policies, practices, and mission of NTP.
Rationale: Voting members should have a vested interest in the organization, and have established
history and tenure. This change prevents the enrollment of brand new members to the organization for
the sole purpose of influencing a vote at a duly called membership meeting.
Result of Membership Vote:

and mission of NTP.
Proposed Change: Deletion of the sentence dealing with limited voting rights for members under 16.
membership dues. Voting members shall be 16 or older. Any voting member may bring a proposal to the attention
of the Board at least one week prior to a scheduled Board meeting for automatic inclusion into the meeting’s
agenda. Members involved in NTP activities shall act lawfully, respectfully, and in a manner consistent with the
policies, practices, and mission of NTP.
Rationale: The voting rights of members under the age of 16 are already spelled out in the NTP Policies and
Procedures document (section 3.4.3). That document reads as follows: “Generally no member under sixteen years
of age has the right to vote on NTP matters except in the following cases: 1) Members under sixteen have the
right to vote on all membership-chosen awards. 2) The Board may grant voting privileges to members under
sixteen based on “individual awesomeness” (significant contribution of time and energy to NTP over an extended
period. 3) The Board may lower the voting age for a specific issue, based on the topic at hand.

and mission of NTP.
Proposed Change: The removal of the qualifier that only “voting” members may bring a proposal to the
attention of the Board for inclusion in the agenda for the Board meeting.
by the Board of Directors (the Board). Any member may bring a proposal to the attention of the Board at least one
week prior to a scheduled Board meeting for automatic inclusion into the meeting’s agenda. Members involved in
NTP activities shall act lawfully, respectfully, and in a manner consistent with the policies, practices, and mission
of NTP.
Rationale: All members, including those who are brand new and those who are under the age of 16 should have
equal opportunity to bring proposals and concerns to the NTP Board of Directors.

and mission of NTP.
Proposed Change: The addition that membership dues be made non-refundable
by the Board of Directors (the Board). Any member may bring a proposal to the attention of the Board at least one
week prior to a scheduled Board meeting for automatic inclusion into the meeting’s agenda. Members involved in
NTP activities shall act lawfully, respectfully, and in a manner consistent with the policies, practices, and mission
of NTP. Membership dues are non-refundable.
Rationale: This text is already contained in Article III, Section 4 (Suspension and Removal) as it pertains to
members who are suspended or removed from the organization. The non-refundable nature of membership dues
applies to all members. Membership brings a number of benefits to the member, most of which far outweigh the
cost of membership dues. The recordkeeping and processing of refunds costs time and money and could result in
membership dues being raised for remaining members in order to cover these additional costs.

Current Bylaw Article and Section: Article III – Membership, Section 2 – Waiver of Annual Membership
Dues
Current Bylaw text: The Board may waive annual membership dues based on extraordinary contributions to
NTP. The term of such membership shall be set by the Board. A person granted waiver of annual membership
dues shall be accorded the same rights, responsibilities and voting privileges as regular members.
Proposed Change: The addition of this section to Article III, Section 1 of the Bylaws, with the deletion of
qualifiers for the Board to waive membership dues based on “extraordinary contributions” to NTP, as well as the
deletion of special terms of membership for those granted a waiver.
Proposed Bylaw will read: (as Article III – Membership, Section 1 – Membership, Rights, and
Duties.) Membership is open to the public. A person becomes a member by paying annual membership dues.
Voting members shall be 16 or older. Members under 16 may be granted limited voting rights by the Board of
Directors (the Board). Any voting member may bring a proposal to the attention of the Board at least one week
prior to a scheduled Board meeting for automatic inclusion into the meeting’s agenda. Members involved in NTP
activities shall act lawfully, respectfully, and in a manner consistent with the policies, practices, and mission of
NTP. The Board may waive annual membership dues.
Rationale: Membership waivers may be granted for any number of reasons such as financial need, monetary
contributions, demonstrated volunteerism, etc. The deletion of the reason for the waiver allows for flexibility in
the granting of such waivers. Membership terms for all members should be the same regardless of waiver status.

COMPLETE AMENDED BYLAW
and mission of NTP. The Board may waive annual membership dues based on extraordinary contributions to
NTP. The term of such membership shall be set by the Board. A person granted waiver of annual membership
dues shall be accorded the same rights, responsibilities and voting privileges as regular members.
If all changes in this section are adopted, the proposed Bylaw will read: Membership is open to the
public. A person becomes a member by paying annual membership dues. Voting members shall be 16 or older
and have been a member for at least the previous 60 days. Any member may bring a proposal to the attention of
the Board at least one week prior to a scheduled Board meeting for automatic inclusion into the meeting’s agenda.
Members involved in NTP activities shall act lawfully, respectfully, and in a manner consistent with the policies,
practices, and mission of NTP. Membership dues are non-refundable. The Board may waive annual membership
dues.
Current Bylaw Article and Section: Article III – Membership, Section 3 – Term of Membership
Current Bylaw text: Annual membership starts upon receipt of membership information and payment of dues
and extends until the end of the 12th month of the current membership term, except for cases of suspension or
removal.
Proposed Change: If the previous amendment is passed, this amendment will be re-numbered as Article III –
Membership, Section 2 – Term of Membership
Proposed Bylaw will read: Annual membership starts upon receipt of membership information and payment
of dues and extends until the end of the 12th month of the current membership term, except for cases of suspension
or removal.
Rationale: Administrative

Current Bylaw text: Annual membership starts upon receipt of membership information and payment of dues
and extends until the end of the 12th month of the current membership term, except for cases of suspension or
removal.
Proposed Change: The adoption of an annual term date for all members, and the establishment of standard
membership dues amounts for full-year and partial-year memberships.
Proposed Bylaw will read: Annual membership starts upon receipt of membership information and payment
of dues for the membership term for which payment is received and extends until the conclusion of the
term’s annual membership meeting. Membership applications received between March 01 and the end of
that term will receive a 25% discount on membership dues.
Rationale: Current record keeping for membership terms is cumbersome for both the Membership Committee
members, and the members themselves. Primary membership drivers are the desire for performers to take part in a
particular show, and the desire of members to attend the annual Membership Gala and Awards banquet. Changing
to a standard, more simplified and streamlined process for membership establishment and renewal allows more
time for the all-volunteer Membership Committee to focus on member relations rather than administrative
tasking. Standard fee pricing for full year and partial-year memberships alleviate the workload associated with the
“pro-rating” of membership fees.

Current Bylaw text: (as Article III – Membership, Section 3 – Term of Membership) Annual membership
starts upon receipt of membership information and payment of dues and extends until the end of the 12th month of
the current membership term, except for cases of suspension or removal.
If all changes in this section are adopted, the proposed Bylaw will read: (as Article III –
Membership, Section 2 – Term of Membership) Annual membership starts upon receipt of membership
information and payment of dues for the membership term for which payment is received and extends until the
conclusion of the term’s annual membership meeting. Membership applications received between March 01 and
the end of that term will receive a 25% discount on membership dues.
Current Bylaw Article and Section: Article III – Membership, Section 4 – Suspension and Removal
Current Bylaw text: A member may be removed for cause by (a) a two-thirds majority vote of a membership
quorum or (b) by two-thirds majority of the entire Board, at any duly called meeting provided the member is
notified at least 14 days in advance of the intent of removal. No member shall be considered for removal unless
sincere attempts to communicate and correct the issue have failed. Any member given written notification of
potential removal shall be presented the opportunity to explain their situation before the vote. Voting on this
matter shall be conducted by secret ballot. A member may resign at any time effective immediately upon written
notice to NTP. Membership dues are non-refundable.
Proposed Change: If the proposed amendment for Article III – Membership, Section 1 – Membership,
Rights, and Duties regarding the addition of the phrase “Membership dues are non-refundable” is passed,
then that statement must be removed from this article.
Proposed Bylaw will read: A member may be removed for cause by (a) a two-thirds majority vote of a
membership quorum or (b) by two-thirds majority of the entire Board, at any duly called meeting provided the
member is notified at least 14 days in advance of the intent of removal. No member shall be considered for
removal unless sincere attempts to communicate and correct the issue have failed. Any member given written
notification of potential removal shall be presented the opportunity to explain their situation before the vote.
Voting on this matter shall be conducted by secret ballot. A member may resign at any time effective immediately
upon written notice to NTP.

Proposed Change: If the previous amendment is passed, this amendment will be re-numbered as Article III –
Membership, Section 3 – Suspension and Removal
Proposed Bylaw will read: A member may be removed for cause by (a) a two-thirds majority vote of a
member is notified at least 14 days in advance of the intent of removal. No member shall be considered for
removal unless sincere attempts to communicate and correct the issue have failed. Any member given written
notification of potential removal shall be presented the opportunity to explain their situation before the vote.
upon written notice to NTP. Membership dues are non-refundable.

Proposed Change: The replacement of the word “remove” with the word “expel” in all forms.
Proposed Bylaw will read: A member may be expelled for cause by (a) a two-thirds majority vote of a
member is notified at least 14 days in advance of the intent of expulsion. No member shall be considered for
expulsion unless sincere attempts to communicate and correct the issue have failed. Any member given written
notification of potential expulsion shall be presented the opportunity to explain their situation before the vote.
upon written notice to NTP. Membership dues are non-refundable.
Rationale: Expulsion is the result of a disciplinary action. If a member commits an act that is severe enough to
warrant the membership voting him or her out, then the action should be recorded as a disciplinary one.

Proposed Change: The movement of terms of resignation to a separate section of the Article.
Proposed Bylaw will read (as Article III – Membership, Section 4 – Suspension and Expulsion): A
member may be removed for cause by (a) a two-thirds majority vote of a membership quorum or (b) by two-thirds
majority of the entire Board, at any duly called meeting provided the member is notified at least 14 days in
advance of the intent of removal. No member shall be considered for removal unless sincere attempts to
communicate and correct the issue have failed. Any member given written notification of potential removal shall
be presented the opportunity to explain their situation before the vote. Voting on this matter shall be conducted
by secret ballot. Membership dues are non-refundable.
(as Article III – Membership, Section 5 – Resignation): A member may resign at any time effective
immediately upon written notice to NTP.
Rationale: The title of the article does not pertain to membership resignation, but rather to disciplinary actions.
Resignation is voluntary and needs a separate section in the Article.

Current Bylaw text: (as Article III – Membership, Section 4 – Suspension and Removal) A member may
be removed for cause by (a) a two-thirds majority vote of a membership quorum or (b) by two-thirds majority of
the entire Board, at any duly called meeting provided the member is notified at least 14 days in advance of the
intent of removal. No member shall be considered for removal unless sincere attempts to communicate and
correct the issue have failed. Any member given written notification of potential removal shall be presented the
opportunity to explain their situation before the vote. Voting on this matter shall be conducted by secret ballot. A
member may resign at any time effective immediately upon written notice to NTP. Membership dues are non-
refundable.
If all changes in this section are adopted, the proposed Bylaw will read: (as Article III –
Membership, Section 3 – Suspension and Expulsion): A member may be expelled for cause by (a) a two-
thirds majority vote of a membership quorum or (b) by two-thirds majority of the entire Board, at any duly called
meeting provided the member is notified at least 14 days in advance of the intent of expulsion. No member shall
be considered for expulsion unless sincere attempts to communicate and correct the issue have failed. Any
member given written notification of potential expulsion shall be presented the opportunity to explain their
situation before the vote. Voting on this matter shall be conducted by secret ballot.
(as Article III – Membership, Section 4 – Resignation): A member may resign at any time effective
immediately upon written notice to NTP.
Current Bylaw Article and Section: Article IV – Membership Meetings, Section 1 - Meetings
Current Bylaw text: There shall be an annual membership meeting for the election of Board members, annual
reports, and other business that may arise. Additional membership meetings may be held on an as-needed basis.
Membership meetings shall be called for directly by the Board or by the membership via a petition containing the
meeting agenda and at least 30 member signatures submitted to the committee overseeing membership.
Proposed Change: Addition of date for annual membership meeting
Proposed Bylaw will read: There shall be an annual membership meeting held each September. The
purpose of this meeting will be for the election of Board members, annual reports, and other business that may
arise. Additional membership meetings may be held on an as-needed basis. Membership meetings shall be called
for directly by the Board or by the membership via a petition containing the meeting agenda and at least 30
member signatures submitted to the committee overseeing membership.
Rationale: Date range added for annual membership meeting set so as to better align with annual membership
terms as outlined in Article III - Membership, Section 2 – Term of Membership

Proposed Change: Clarification the type of and number of signatures required to call a meeting.
Proposed Bylaw will read: There shall be an annual membership meeting for the election of Board members,
annual reports, and other business that may arise. Additional membership meetings may be held on an as-needed
basis. Membership meetings shall be called for directly by the Board or by the membership via a petition
containing the meeting agenda and the lesser of 30 voting member signatures or the signatures of half of the
current voting membership submitted to the committee overseeing membership.
Rationale: Clarification needed to ensure signatures are of current voting members, and the addition of
additional language covers circumstances where half of the voting membership is heard from even if that number
falls below 60.

Current Bylaw Article and Section: Article IV – Membership Meetings, Section 3 – Notice of Meetings
Current Bylaw text: The date, time, location and purposes of membership meetings shall be announced by the
committee overseeing membership. Notice shall be given to all members at least 14 days prior to such meetings.
Notices shall be delivered by email, mail, phone, or personally.
Proposed Change: Word change from “personally” to “in person”
Proposed Bylaw will read: The date, time, location and purposes of membership meetings shall be
announced by the committee overseeing membership. Notice shall be given to all members at least 14 days prior
to such meetings. Notices shall be delivered by email, mail, phone, or in person.

COMPLETE AMENDED ARTICLE/SECTIONS
If all changes in this section are adopted, the proposed Bylaw will read: There shall be an annual
membership meeting held each September. The purpose of this meeting will be for the election of Board
members, annual reports, and other business that may arise. Additional membership meetings may be held on an
as-needed basis. Membership meetings shall be called for directly by the Board or by the membership via a
petition containing the meeting agenda and the lesser of 30 voting member signatures or the signatures of half of
the current voting membership submitted to the committee overseeing membership.
Current Bylaw Article and Section: Article IV – Membership Meetings, Section 3 – Notice of Meetings
Current Bylaw text: The date, time, location and purposes of membership meetings shall be announced by the
committee overseeing membership. Notice shall be given to all members at least 14 days prior to such meetings.
Notices shall be delivered by email, mail, phone, or personally.
If all changes in this section are adopted, the proposed Bylaw will read: The date, time, location and
purposes of membership meetings shall be announced by the committee overseeing membership. Notice shall be
given to all members at least 14 days prior to such meetings. Notices shall be delivered by email, mail, phone, or
in person.
Current Bylaw Article and Section: Article V – Board of Directors, Section 1 - Composition
Current Bylaw text: The Board of Directors (the Board) shall consist of at least 7 but nor more than 12
members. The Board will include a President (who is also Chairperson), Vice-President, Secretary, Treasurer,
Committee Council Secretary, Committee Council Chair (ex-officio), and at least 1 additional voting member.
Proposed Change: The addition of an advisory position of Parliamentarian as well as additional voting
member of the Board.
Proposed Bylaw will read: The Board of Directors (the Board) shall consist of at least 7 but nor more than 12
Committee Council Secretary, Committee Council Chair (ex-officio), Parliamentarian (ex-officio), and at least
two (2) additional voting members.
Rationale: Since some duties are dual-hatted and therefore a vote may be lost, having 2 additional voting
members allows for more perspective and opinions on each voted issue. Should the Amendment to Article VI,
Section 2.2 be ratified, the position and duties of Parliamentarian will be established and his/her position on the
Board requires documentation in this Article and Section.

Current Bylaw Article and Section: Article V – Board of Directors, Section 2 - Election
Current Bylaw text: Board members are elected from the membership by a plurality vote of the membership
at the annual membership meeting.
Proposed Change: The addition of the word “voting” as a qualifier for eligibility.
Proposed Bylaw will read: Board members are elected from the voting membership by a plurality vote of the
membership at the annual membership meeting.
Rationale: The Board represents the Membership, and are elected by voting members, therefore true
representation happens only if the elected person is in fact a qualified voting member of NTP.

Current Bylaw Article and Section: Article V – Board of Directors, Section 3 – Terms of Board Members
Current Bylaw text: Each term of Board membership begins upon the tabulation of election results and lasts
until the tabulation of election results in the second year of his/her term.
Proposed Change: Clarification language for start and end to terms.
Proposed Bylaw will read: Each term of Board membership begins upon the conclusion of the membership
meeting at which he/she is elected and lasts until the conclusion of the second annual membership meeting
following his/her election.
Rationale: This change aligns the term of Board members to the term of Membership as outlined in Article III –
Membership, Section 2 – Term of Membership.

Current Bylaw Article and Section: Article V – Board of Directors, Section 4 – Election of Officers &
Officials
Current Bylaw text: The Officers (President, Vice-President, Secretary, and Treasurer) and officials
(Committee Council Secretary) shall be elected by the Board from among the current Board members during the
first Board meeting after each annual meeting. A single member can hold no more than two positions
concurrently. The president can hold no other Board position while president.
Proposed Change: The change from “election” and “elect” to “selection” and “select” as well as cleanup of
punctuation.
Proposed Bylaw will read: Article V – Board of Directors, Section 4 – Selection of Officers & Officials
The positions of President, Vice-President, Secretary, Treasurer, and Committee Council Secretary shall be
selected by the Board from among the current Board members during the first Board meeting after each annual
membership meeting. A single member can hold no more than two (2) positions concurrently. The President can
hold no other Board position while President.
Rationale: Administrative – “election” implies votes are taken from the general membership, and that is not
how these positions are chosen.

Current Bylaw Article and Section: Article V – Board of Directors, Section 5 – Terms of Office
Current Bylaw text: Each officer or officials term extends for one year or until the next election cycle,
whichever is shorter.
Proposed Change: Change section to align with earlier Article and Section.
Proposed Bylaw will read: Each officer or officials term extends until the next selection cycle as described
in Article V, Section 4.
Rationale: To align with previous Article/Section for consistency.

Current Bylaw Article and Section: Article V – Board of Directors, Section 6 – Vacancies
Current Bylaw text: Any Board vacancy shall be filled by the membership at any duly called membership
meeting. Individuals so elected shall serve the unexpired portion of the term. The Committee Council may fill the
vacancy with any willing member for a period of up to one (1) year or until the membership elects a replacement,
whichever comes first.
Proposed Change: Clarify how unexpired portions of terms may be filled, and align to previous
Article/Section.
Proposed Bylaw will read: Any Board vacancy shall be filled by the membership at any duly called
membership meeting. Individuals so elected shall serve the unexpired portion of the term. The Committee Council
may fill a Board vacancy on an interim basis with any willing voting member until the membership elects a
replacement at a duly called membership meeting. The election of a member to fill the unexpired portion of
a term will occur after any election of Board Members as described in Article V, Section 2.
Rationale: Clarifying language to clear ambiguity on how interim Board positions are filled and for how long.
Process now aligns with previous Article/Section for consistency.

Current Bylaw Article and Section: Article V – Board of Directors, Section 7 – Board Duties
Current Bylaw text: The Board shall act lawfully, in good faith, and in a cooperative manner to manage the
business and affairs of NTP. The Board shall make recommendations to the membership, establish committees,
appoint agents and advisors, and perform duties as specified in these Bylaws and other applicable laws. The
Board shall act in the best interests of the entire organization.
Proposed Change: Addition of sentence defining the Board’s lines of reporting, duties they are charged with,
and intent of their actions.
Proposed Bylaw will read: The Board shall act lawfully, in good faith, and in a cooperative manner to
manage the business and affairs of NTP. The Board shall be subordinate to, and is charged with representing
and reporting to the general membership. The Board shall act in the best interests of the organization as a
whole. The Board shall establish committees, appoint agents and advisors, and perform duties as specified in
these Bylaws and other applicable laws.
Rationale: NTP belongs first and foremost to the general membership. The Board of Directors is established to
manage the business and administrative requirements of a non-profit corporation. The Board is elected to be
representative of the membership and therefore answers to the membership. Since it is impossible for the Board to
act in the best interest of every individual member, the language added clarifies that the intent is for the Board to
act in a manner that is in the best interest of NTP as an entire entity.

Current Bylaw Article and Section: Article V – Board of Directors, Section 7.3 – Secretary
Current Bylaw text: The Secretary shall keep records of the proceedings of each Board meeting and vote and
send a draft of the record to the Board members for review within one week of the meeting. The Secretary shall
ensure the membership receives the record within two (2) weeks of each Board meeting and shall keep an archive
of the records. The Secretary shall ensure current copies of the organizational chart and office holder listing are
posted, and all governing documents are posted or clearly and visibly available, in each NTP building. The
Secretary shall ensure notices of the Board meetings are available to the membership.
Proposed Change: Clarify definition of documents to be posted.
Proposed Bylaw will read: The Secretary shall keep records of the proceedings of each Board meeting and
vote and send a draft of the record to the Board members for review within one (1) week of the meeting. The
Secretary shall ensure the membership receives the record within two (2) weeks of each Board meeting and shall
keep an archive of the records. The Secretary shall ensure current copies of the organizational chart, Board of
Directors listing including positions held, and Committee Council listing including title are posted, and all
governing documents are posted or clearly and visibly available, in each NTP building. The Secretary shall ensure
notices of the Board meetings are available to the membership.
Rationale: Documents of NTP leadership and Points of Contact should always be easily available to any NTP
member.

Current Bylaw Article and Section: Article V – Board of Directors, Section 7.4 – Treasurer
Current Bylaw text: The Treasurer shall have care and custody of all funds of NTP and shall prepare financial
reports as required by the Board. The Treasurer shall receive and deposit all monies for NTP, and file appropriate
IRS tax returns as required.
Proposed Change: Change language to reflect responsibility rather than tasks.
Proposed Bylaw will read: The Treasurer shall have responsibility for and oversight of all NTP funds.
He/she shall ensure the preparation of financial reports as required by the Board, the receipt and deposit of all
monies for NTP, and the filing of appropriate IRS tax returns as required.
Rationale: Allows for a bookkeeper or CPA to be tasked under the responsibility of the Treasurer, in case the
Treasurer is not a certified bookkeeper, accountant or expert in non-profit tax requirements.

Current Bylaw Article and Section: Article V – Board of Directors, Section 7.5– Committee Council
Secretary
Current Bylaw text: The Committee Council Secretary shall keep records of the proceedings of each
Committee Council meeting and vote and send a draft of the record to the Committee Council members for
review within one week of the meeting. The Committee Council Secretary shall ensure the Board receives the
record within two (2) weeks of each Council meeting. The Secretary shall keep an archive of the records and shall
ensure notices of the council meetings are available to the Board.
Proposed Change: Deletion of “and vote” and addition of “Committee Council”.
Proposed Bylaw will read: The Committee Council Secretary shall keep records of the proceedings of each
Committee Council meeting and send a draft of the record to the Committee Council members for review within
one (1) week of the meeting. The Committee Council Secretary shall ensure the Board receives the record within
two (2) weeks of each Council meeting. The Committee Council Secretary shall keep an archive of the records
and shall ensure notices of the council meetings are available to the Board.

Current Bylaw Article and Section: Article V – Board of Directors, Section 9 – Voting
Current Bylaw text: A majority of the current Board members shall be a quorum. Each voting Board member
shall have one vote on matters before the Board. The Board President shall only vote in the event of a tie, unless
the NTP governing documents call for some majority of the “entire Board” or the like.
Proposed Change: Addition of “voting” and language to clarify a quorum in case of recusal.
Proposed Bylaw will read: A majority of the current voting Board members shall be a quorum. Each voting
Board member shall have one (1) vote on matters before the Board. The Board President shall only vote in the
event of a tie, unless the NTP governing documents call for some majority of the “entire Board” or the like. In
the event that a voting Board member recuses himself/herself from a vote, a quorum will be a majority of
the remaining voting Board members. Ex-officio members of the Board are advisory members only and
have no vote on matters before the Board.
Rationale: This change clarifies the voting status of the ex-officio positions on the Board. Those positions will
not be eligible to vote on Board matters, even in the case where documents call for a vote of the “entire Board.”
This is necessary since those ex-officio members are NOT elected by the membership to the Board. The addition
of language also clarifies what happens in the case of a Board member recusing him/herself from voting on a
particular topic due to a conflict of interest.

Current Bylaw Article and Section: Article V – Board of Directors, Section 10 – Meetings
Current Bylaw text: The Board shall meet at least quarterly. These quarterly meetings are open to all
members. The date, time, and location of each meeting shall be made available to the membership at least 14 days
prior to the meeting. An agenda shall be available at or before all Board meetings. A recordation of what occurred
during the Board meetings shall be made available to the membership within 2 weeks after each meeting.
Proposed Change: Change “These quarterly” to “Board” since all Board meetings are open to membership.
Change “recordation” to “record”.
Proposed Bylaw will read: The Board shall meet at least quarterly. Board meetings are open to all members.
The date, time, and location of each meeting shall be made available to the membership at least 14 days prior to
the meeting. An agenda shall be available at or before all Board meetings. A record of what occurred during the
Board meetings shall be made available to the membership within two (2) weeks after each meeting.

Current Bylaw Article and Section: Article V – Board of Directors, Section 11 – Removal
Current Bylaw text: A Board member may be removed by a two-thirds majority vote of a membership
quorum at any duly called membership meeting or by a two-thirds majority vote of the entire Board. Reasons for
removal shall include: Criminal acts, violations of NTP policies and procedures, absence at more than two Board
meetings (without good cause), or performance deemed detrimental to NTP. The intention to consider removal
shall be included in the meeting notice and given in writing to the Board member and membership at least 14 days
prior to the meeting in which the vote will take place. No Board member shall be considered for removal unless
sincere attempts to communicate and correct the issue have failed. Any Board member given written notification
of potential removal shall have the opportunity to explain their situation before the voting body prior to the vote.
Voting on this matter shall be conducted by secret ballot.
Proposed Change: Change title to “Removal from Board”, addition of “from the Board”, and change “their” to
“his or her”
Proposed Bylaw will read: (as Article V – Board of Directors, Section 11 – Removal from Board): A Board
member may be removed from the Board by a two-thirds majority vote of a membership quorum at any duly
called membership meeting or by a two-thirds majority vote of the entire Board. Reasons for removal shall
include: Criminal acts, violations of NTP policies and procedures, absence at more than two Board meetings
(without good cause), or performance deemed detrimental to NTP. The intention to consider removal shall be
included in the meeting notice and given in writing to the Board member and membership at least 14 days prior to
the meeting in which the vote will take place. No Board member shall be considered for removal unless sincere
attempts to communicate and correct the issue have failed. Any Board member given written notification of
potential removal shall have the opportunity to explain his or her situation before the voting body prior to the
vote. Voting on this matter shall be conducted by secret ballot.

Current Bylaw Article and Section: Article V – Board of Directors, Section 1 - Composition
Current Bylaw text: The Board of Directors (the Board) shall consist of at least 7 but not more than 12
Committee Council Secretary, Committee Council Chair (ex-officio), and at least 1 additional voting member.
If all changes in this section are adopted, the proposed Bylaw will read: The Board of Directors (the
Board) shall consist of at least 7 but not more than 12 members. The Board will include a President (who is also
Chairperson), Vice-President, Secretary, Treasurer, Committee Council Secretary, Committee Council Chair (ex-
officio), Parliamentarian (ex-officio), and at least two (2) additional voting members.
Current Bylaw Article and Section: Article V – Board of Directors, Section 2 - Election
Current Bylaw text: Board members are elected from the membership by a plurality vote of the membership
at the annual membership meeting.
If all changes in this section are adopted, the proposed Bylaw will read: Board members are elected
from the voting membership by a plurality vote of the membership at the annual membership meeting.
Current Bylaw Article and Section: Article V – Board of Directors, Section 3 – Terms of Board Members
Current Bylaw text: Each term of Board membership begins upon the tabulation of election results and lasts
until the tabulation of election results in the second year of his/her term.
If all changes in this section are adopted, the proposed Bylaw will read: Each term of Board
membership begins upon the conclusion of the membership meeting at which he/she is elected and lasts until the
conclusion of the second annual membership meeting following his/her election.
Current Bylaw Article and Section: Article V – Board of Directors, Section 4 – Election of Officers &
Officials
Current Bylaw text: The Officers (President, Vice-President, Secretary, and Treasurer) and officials
(Committee Council Secretary) shall be elected by the Board from among the current Board members during the
first Board meeting after each annual meeting. A single member can hold no more than two positions
concurrently. The president can hold no other Board position while president.
If all changes in this section are adopted, the proposed Bylaw will read: Article V – Board of
Directors, Section 4 – Selection of Officers & Officials
The positions of President, Vice-President, Secretary, Treasurer, and Committee Council Secretary shall be
selected by the Board from among the current Board members during the first Board meeting after each annual
membership meeting. A single member can hold no more than two (2) positions concurrently. The President can
hold no other Board position while President.
Current Bylaw Article and Section: Article V – Board of Directors, Section 5 – Terms of Office
Current Bylaw text: Each officer or officials term extends for one year or until the next election cycle,
whichever is shorter.
If all changes in this section are adopted, the proposed Bylaw will read: Each officer or officials term
extends until the next selection cycle as described in Article V, Section 4.
Current Bylaw Article and Section: Article V – Board of Directors, Section 6 – Vacancies
Current Bylaw text: Any Board vacancy shall be filled by the membership at any duly called membership
meeting. Individuals so elected shall serve the unexpired portion of the term. The Committee Council may fill the
vacancy with any willing member for a period of up to one (1) year or until the membership elects a replacement,
whichever comes first.
If all changes in this section are adopted, the proposed Bylaw will read: Any Board vacancy shall be
filled by the membership at any duly called membership meeting. Individuals so elected shall serve the unexpired
portion of the term. The Committee Council may fill a Board vacancy on an interim basis with any willing voting
member until the membership elects a replacement at a duly called membership meeting. The election of a
member to fill the unexpired portion of a term will occur after any election of Board Members as described in
Article V, Section 2.
Current Bylaw Article and Section: Article V – Board of Directors, Section 7 – Board Duties
Current Bylaw text: The Board shall act lawfully, in good faith, and in a cooperative manner to manage the
business and affairs of NTP. The Board shall make recommendations to the membership, establish committees,
appoint agents and advisors, and perform duties as specified in these Bylaws and other applicable laws. The
Board shall act in the best interests of the entire organization.
If all changes in this section are adopted, the proposed Bylaw will read: The Board shall act lawfully,
in good faith, and in a cooperative manner to manage the business and affairs of NTP. The Board shall be
subordinate to, and is charged with representing and reporting to the general membership. The Board shall act in
the best interests of the organization as a whole. The Board shall establish committees, appoint agents and
advisors, and perform duties as specified in these Bylaws and other applicable laws.
Current Bylaw Article and Section: Article V – Board of Directors, Section 7.3 – Secretary
Current Bylaw text: The Secretary shall keep records of the proceedings of each Board meeting and vote and
send a draft of the record to the Board members for review within one week of the meeting. The Secretary shall
ensure the membership receives the record within two (2) weeks of each Board meeting and shall keep an archive
of the records. The Secretary shall ensure current copies of the organizational chart and office holder listing are
posted, and all governing documents are posted or clearly and visibly available, in each NTP building. The
Secretary shall ensure notices of the Board meetings are available to the membership.
If all changes in this section are adopted, the proposed Bylaw will read: The Secretary shall keep
records of the proceedings of each Board meeting and vote and send a draft of the record to the Board members
for review within one (1) week of the meeting. The Secretary shall ensure the membership receives the record
within two (2) weeks of each Board meeting and shall keep an archive of the records. The Secretary shall ensure
current copies of the organizational chart, Board of Directors listing including positions held, and Committee
Council listing including title are posted, and all governing documents are posted or clearly and visibly available,
in each NTP building. The Secretary shall ensure notices of the Board meetings are available to the membership.
Current Bylaw Article and Section: Article V – Board of Directors, Section 7.4 – Treasurer
Current Bylaw text: The Treasurer shall have care and custody of all funds of NTP and shall prepare financial
reports as required by the Board. The Treasurer shall receive and deposit all monies for NTP, and file appropriate
IRS tax returns as required.
If all changes in this section are adopted, the proposed Bylaw will read: The Treasurer shall have
responsibility for and oversight of all NTP funds. He/she shall ensure the preparation of financial reports as
required by the Board, the receipt and deposit of all monies for NTP, and the filing of appropriate IRS tax returns
as required.
Current Bylaw Article and Section: Article V – Board of Directors, Section 7.5– Committee Council
Secretary
Current Bylaw text: The Committee Council Secretary shall keep records of the proceedings of each
Committee Council meeting and vote and send a draft of the record to the Committee Council members for
review within one week of the meeting. The Committee Council Secretary shall ensure the Board receives the
record within two (2) weeks of each Council meeting. The Secretary shall keep an archive of the records and shall
ensure notices of the council meetings are available to the Board.
If all changes in this section are adopted, the proposed Bylaw will read: The Committee Council
Secretary shall keep records of the proceedings of each Committee Council meeting and send a draft of the record
to the Committee Council members for review within one (1) week of the meeting. The Committee Council
Secretary shall ensure the Board receives the record within two (2) weeks of each Council meeting. The
Committee Council Secretary shall keep an archive of the records and shall ensure notices of the council meetings
are available to the Board.
Current Bylaw Article and Section: Article V – Board of Directors, Section 9 – Voting
Current Bylaw text: A majority of the current Board members shall be a quorum. Each voting Board member
shall have one vote on matters before the Board. The Board President shall only vote in the event of a tie, unless
the NTP governing documents call for some majority of the “entire Board” or the like.
If all changes in this section are adopted, the proposed Bylaw will read: A majority of the current
voting Board members shall be a quorum. Each voting Board member shall have one vote on matters before the
Board. The Board President shall only vote in the event of a tie, unless the NTP governing documents call for
some majority of the “entire Board” or the like. In the event that a voting Board member recuses himself/herself
from a vote, a quorum will be a majority of the remaining voting Board members. Ex-officio members of the
Board are advisory members only and have no vote on matters before the Board.
Current Bylaw Article and Section: Article V – Board of Directors, Section 10 – Meetings
Current Bylaw text: The Board shall meet at least quarterly. These quarterly meetings are open to all
members. The date, time, and location of each meeting shall be made available to the membership at least 14 days
prior to the meeting. An agenda shall be available at or before all Board meetings. A recordation of what occurred
during the Board meetings shall be made available to the membership within 2 weeks after each meeting.
If all changes in this section are adopted, the proposed Bylaw will read: The Board shall meet at least
quarterly. Board meetings are open to all members. The date, time, and location of each meeting shall be made
available to the membership at least 14 days prior to the meeting. An agenda shall be available at or before all
Board meetings. A record of what occurred during the Board meetings shall be made available to the membership
within two (2) weeks after each meeting.
Current Bylaw Article and Section: Article V – Board of Directors, Section 11 – Removal
Current Bylaw text: A Board member may be removed by a two-thirds majority vote of a membership
quorum at any duly called membership meeting or by a two-thirds majority vote of the entire Board. Reasons for
removal shall include: Criminal acts, violations of NTP policies and procedures, absence at more than two Board
meetings (without good cause), or performance deemed detrimental to NTP. The intention to consider removal
shall be included in the meeting notice and given in writing to the Board member and membership at least 14 days
prior to the meeting in which the vote will take place. No Board member shall be considered for removal unless
sincere attempts to communicate and correct the issue have failed. Any Board member given written notification
of potential removal shall have the opportunity to explain their situation before the voting body prior to the vote.
Voting on this matter shall be conducted by secret ballot.
If all changes in this section are adopted, the proposed Bylaw will read: (as Article V – Board of
Directors, Section 11 – Removal from Board) A Board member may be removed from the Board by a two-thirds
majority vote of a membership quorum at any duly called membership meeting or by a two-thirds majority vote of
the entire Board. Reasons for removal shall include: Criminal acts, violations of NTP policies and procedures,
absence at more than two Board meetings (without good cause), or performance deemed detrimental to NTP. The
intention to consider removal shall be included in the meeting notice and given in writing to the Board member
and membership at least 14 days prior to the meeting in which the vote will take place. No Board member shall be
considered for removal unless sincere attempts to communicate and correct the issue have failed. Any Board
member given written notification of potential removal shall have the opportunity to explain his or her situation
before the voting body prior to the vote. Voting on this matter shall be conducted by secret ballot.
Current Bylaw Article and Section: Article VI – Committee Council, Section 1 - Composition
Current Bylaw text: The Committee Council (the Council) shall consist of the chairs of each subordinate
committee, the Board appointed Committee Council Chair, and the Board member acting as Committee Council
Secretary (ex-officio).
Proposed Change: The removal of the requirement that the Committee Council Chair be appointed by the
Board.
Proposed Bylaw will read: The Committee Council (the Council) shall consist of the chairs of each
subordinate committee; one of which will serve as Committee Council Chair, and the Board member acting as
Committee Council Secretary (ex-officio).
Rationale: The Committee Council should have the ability to select its own Chair from amongst the members
currently on the Council. The Council Chair shall be the Council’s direct representative to the Board. This change
will align Article VI, Section 1 with Article VI, Section 2.1.

Current Bylaw Article and Section: Article VI – Committee Council, Section 2 - Duties
Current Bylaw text: The Council shall act on issues that involve more than one subordinate committee unless
that duty has been delegated by the Board to another entity.
Proposed Change: The addition of “specific” to duty and “a subordinate committee” as a replacement for
“another entity”
Proposed Bylaw will read: The Council shall act on issues that involve more than one subordinate committee
unless that specific duty has been delegated by the Board to a subordinate committee.
Rationale: This change allows the Council to be the party of action on matters where more than one committee
is involved, with the intent of ensuring that committees work collaboratively rather than in a stovepipe fashion.
This change also allows for issues within a committee to be elevated to a level before going to the Board.

Current Bylaw Article and Section: Article VI – Committee Council, Section 2.1 – Committee Council
Chair
Current Bylaw text: The Committee Council Chair shall preside at and prepare the agenda for each Council
meeting. In the absence of the Council Chair the senior subordinate committee chair will act as Council Chair.
Proposed Change: Modification to have the Council Chair selected by the Council, defining
requirements for eligibility, schedule of selection and term of office.
Proposed Bylaw will read: The Committee Council Chair shall be selected from the current Council
membership at the first Committee Council meeting after each annual membership meeting. The Council
Chair shall preside at and prepare the agenda for each Council meeting, and represent the Council at each
Board meeting as an ex-officio member. In the absence of the Council Chair the senior subordinate committee
chair will act as Council Chair
Rationale: Allows for the Council to choose its own leadership from within its ranks, and allows for clear
representation of and liaison to the Council on the NTP Board of Directors.

Current Bylaw Article and Section: N/A
Current Bylaw text: N/A
Proposed Change: The addition of the Chair of the Governing Documents Committee to act as
Parliamentarian to the Board of Directors.
Proposed Bylaw will read (as Article VI – Committee Council, Section 2.2 – Parliamentarian):
The Governing Documents Chair or his/her designee shall serve in an ex-officio capacity as
Parliamentarian to the Board of Directors and shall advise the Board on Governing
Documents/Parliamentary matters.
Rationale: Membership votes dictate the By-Laws and rules of the organization. The Governing Documents
Committee is responsible for documenting and incorporating changes. Membership should have someone at each
Board meeting to ensure the voted upon rules are being followed.

Current Bylaw Article and Section: Article VI – Committee Council, Section 1 – Composition
Current Bylaw text: The Committee Council (the Council) shall consist of the chairs of each subordinate
committee, the Board appointed Committee Council Chair, and the Board member acting as Committee Council
Secretary (ex-officio).
If all changes in this section are adopted, the proposed Bylaw will read: The Committee Council (the
Council) shall consist of the chairs of each subordinate committee; one of which will serve as Committee Council
Chair, and the Board member acting as Committee Council Secretary (ex-officio).
Current Bylaw Article and Section: Article VI – Committee Council, Section 2 – Duties
Current Bylaw text: The Council shall act on issues that involve more than one subordinate committee unless
that duty has been delegated by the Board to another entity.
If all changes in this section are adopted, the proposed Bylaw will read: The Council shall act on
issues that involve more than one subordinate committee unless that specific duty has been delegated by the
Board to a subordinate committee.
Current Bylaw Article and Section: Article VI – Committee Council, Section 2.1 – Committee Council
Chair
Current Bylaw text: The Committee Council Chair shall preside at and prepare the agenda for each Council
meeting. In the absence of the Council Chair the senior subordinate committee chair will act as Council Chair.
If all changes in this section are adopted, the proposed Bylaw will read: The Committee Council Chair
shall be selected from the current Council membership at the first Committee Council meeting after each annual
membership meeting. The Council Chair shall preside at and prepare the agenda for each Council meeting, and
represent the Council at each Board meeting as an ex-officio member. In the absence of the Council Chair the
senior subordinate committee chair will act as Council Chair.
Current Bylaw Article and Section: N/A
If adopted, the proposed Bylaw will read:

Article VI – Committee Council, Section 2.2 – Parliamentarian: The Governing Documents Chair or his/her
designee shall serve in an ex-officio capacity as Parliamentarian to the Board of Directors and shall advise the
Board on Governing Documents/Parliamentary matters.
Current Bylaw Article and Section: Article VII – Committees, Section 1 - Creation
Current Bylaw text: Committees and their charters shall be created, maintained, and/or dissolved by the
Board. Action on a standing committee charter requires a majority vote of the entire Board.
Proposed Change: The removal of the words “and their charters” as well as the word “maintained”
Proposed Bylaw will read: Committees shall be created, and/or dissolved by the Board. Action on a standing
committee charter requires a majority vote of the entire Board.
Rationale: Committees currently develop their own charters which are presented to the Board for concurrence.
Members of each committee are responsible for self-governance and maintenance of the committee. This change
brings the bylaw into alignment with how current business is done.

Proposed Change: The addition of a sentence defining the types of committees
Proposed Bylaw will read: Committees shall be created, maintained, and/or dissolved by the Board.
Committees may be standing (permanent) or ad hoc (temporary). Action on a standing committee charter
requires a majority vote of the entire Board.
Rationale: Not all committees formed will be permanent. Some will be for short-term projects, or may start out
that way and develop into permanent committees. The Board has the right to stand up committees for whatever
needs may arise.

Current Bylaw Article and Section: Article VII – Committees, Section 2 - Operation
Current Bylaw text: Committees set their own structure and operating rules to meet committee
responsibilities. The structure and operating rules of each committee must be formalized and presented to the
Board for approval within 60 days of committee establishment. Any changes to a committee’s structure and/or
operating rules must be approved by the Board.
Proposed Change: Add words to allow Committees to develop their own charters. Change “approval” to
“concurrence.”
Proposed Bylaw will read: Committees develop their own charters, as well as set their structure and
operating rules to meet committee responsibilities. The charter, structure, and operating rules of each committee
must be formalized and presented to the Board for concurrence within 60 days of committee establishment. Any
changes to a committee’s structure and/or operating rules must have concurrence from the Board.
Rationale: Committees currently develop their own charters which are presented to the Board. Article V,
Section 8 of the Bylaws currently states “The Board cannot overturn a committee or Committee Council decision
unless the situation is of significant safety or legal concern. The Board may request a committee or the Committee
Council reconsider a decision after providing justification for their disagreement.” The change to “concurrence”
versus “approval” is the shift to “agreement” from a stance of “yes/no.” The Board is free to non-concur with the
documents presented by the committee, and to present ideas for modification. However, ultimately the committee
is responsible for its own operation, as long as it is following the rules set forth in the NTP Governing
Documents. This change brings the bylaw into alignment with Article V, Section 8.

Current Bylaw Article and Section: Article VII – Committees, Section 6 - Membership
Current Bylaw text: Committee chairs must be members of NTP, but committee members may be non-
members of NTP unless otherwise specified in the committee’s charter.
Proposed Change: Add the word “voting” to clarify Committee Chair requirements.
Proposed Bylaw will read: Committee chairs must be voting members of NTP. Committee members may be
non-members of NTP unless otherwise specified in the committee’s charter.
Rationale: Committee chair positions should be held by members who are eligible to vote on NTP business
matters.

Proposed Change: Add limiting language regarding Board membership on committees.
Proposed Bylaw will read: Committee chairs must be members of NTP, but committee members may be
non-members of NTP unless otherwise specified in the committee’s charter. Current members of the NTP
Board of Directors may be members of no more than two (2) committees. Committees may have no more
than two (2) current Board members as committee members.
Rationale: This change opens up committee and Board membership to more of the general membership. It
allows for members who may not be elected to the Board to instead take on important roles within the committees
at NTP. It is designed so that more members can be actively involved in the work of running NTP, and so that we
do not “burn out” our valuable members who seem to volunteer to “do it all.” This change also combats any
perception that influence on NTP business decisions made by the Board is more strongly weighted towards any
individual committee.

Current Bylaw Article and Section: Article VII – Committees, Section 7 – Committee Chair
Current Bylaw text: Committee chairs shall be appointed by the Board from a list of candidates nominated by
the membership. If the list provided by the membership includes less than two (2) nominees, the Board has the
right to appoint someone not nominated by the membership. Term length and removal provisions for committee
chairs shall be specified in each committee charter. The Board reserves the authority to remove the committee
chair if the chair is not satisfactorily fulfilling his/her responsibilities.
Proposed Change: Add language clarifying eligibility for committee chair nominations.
Proposed Bylaw will read: A voting member may nominate another voting member for any open
committee chair. Committee chairs shall be appointed by the Board from a list of candidates nominated by the
membership. If the list provided by the membership includes less than two (2) nominees, the Board has the right
to appoint someone not nominated by the membership. Term length and removal provisions for committee chairs
shall be specified in each committee charter. The Board reserves the authority to remove the committee chair if
the chair is not satisfactorily fulfilling his/her responsibilities.
Rationale: Voting members should have the power to nominate and accept the nomination to any open chair
position. This change allows greater opportunity for membership participation in NTP committee work.

Proposed Change: Add a rule about the number of committees one member can chair.
Proposed Bylaw will read: Committee chairs shall be appointed by the Board from a list of candidates
nominated by the membership. If the list provided by the membership includes less than two (2) nominees, the
Board has the right to appoint someone not nominated by the membership. Term length and removal provisions
for committee chairs shall be specified in each committee charter. The Board reserves the authority to remove the
committee chair if the chair is not satisfactorily fulfilling his/her responsibilities. No member shall chair more
than one committee concurrently.
Rationale: It allows for members who may not be elected to the Board to instead take on important roles within
the committees at NTP. It is designed so that more members can be actively involved in the work of running NTP,
and so that we do not “burn out” our valuable members who seem to volunteer to “do it all.”

If all changes in this section are adopted, the proposed Bylaw will read: Committees shall be created
and/or dissolved by the Board. Committees may be standing (permanent) or ad hoc (temporary). Action on a
standing committee charter requires a majority vote of the entire Board.
Current Bylaw Article and Section: Article VII – Committees, Section 2 - Operation
Current Bylaw text: Committees set their own structure and operating rules to meet committee
responsibilities. The structure and operating rules of each committee must be formalized and presented to the
Board for approval within 60 days of committee establishment. Any changes to a committee’s structure and/or
operating rules must be approved by the Board.
If all changes in this section are adopted, the proposed Bylaw will read: Committees develop their
own charters, as well as set their structure and operating rules to meet committee responsibilities. The charter,
structure, and operating rules of each committee must be formalized and presented to the Board for concurrence
within 60 days of committee establishment. Any changes to a committee’s structure and/or operating rules must
have concurrence from the Board.
If all changes in this section are adopted, the proposed Bylaw will read: Committee chairs must be
voting members of NTP. Committee members may be non-members of NTP unless otherwise specified in the
committee’s charter. Current members of the NTP Board of Directors may be members of no more than two (2)
committees. Committees may have no more than two (2) current Board members as committee members.
If all changes in this section are adopted, the proposed Bylaw will read: A voting member may
nominate another voting member for any open committee chair. Committee chairs shall be appointed by the
Board from a list of candidates nominated by the membership. If the list provided by the membership includes
less than two (2) nominees, the Board has the right to appoint someone not nominated by the membership. Term
length and removal provisions for committee chairs shall be specified in each committee charter. The Board
reserves the authority to remove the committee chair if the chair is not satisfactorily fulfilling his/her
responsibilities. No member shall chair more than one committee concurrently.
Current Bylaw Article and Section: Article VIII – Fiscal Management, Section 2 – Spending Authority
Current Bylaw text: The Board shall adopt a budget prior to the beginning of each calendar year. The Board
may adopt production budgets and supplemental budgetary decisions at any time during the year. The Treasurer
may expend monies as authorized in the adopted budget. Expenditures that exceed the line item’s budgeted
amount by 10% or $100, whichever is greater, must be approved by majority vote of the Board. The Treasurer or
President may delegate specific expenditure authority within approved budgeted amounts to Production Directors,
Producers, and other persons.
Proposed Change: The addition of a requirement for a proposed budget for membership discussion.
Proposed Bylaw will read: The Board shall propose a budget at the annual membership meeting for
discussion and adopt a budget prior to the beginning of each calendar year. The Board may adopt production
budgets and supplemental budgetary decisions at any time during the year. The Treasurer may expend monies as
authorized in the adopted budget. Expenditures that exceed the line item’s budgeted amount by 10% or $100,
whichever is greater, must be approved by majority vote of the Board. The Treasurer or President may delegate
specific expenditure authority within approved budgeted amounts to Production Directors, Producers, and other
persons.
Rationale: Membership should have a vested interest in how the money raised by NTP is spent. Presenting a
proposed budget for discussion allows for transparency between the Board and the members.

Current Bylaw Article and Section: Article VIII – Fiscal Management, Section 2 – Spending Authority
Current Bylaw text: The Board shall adopt a budget prior to the beginning of each calendar year. The Board
may adopt production budgets and supplemental budgetary decisions at any time during the year. The Treasurer
may expend monies as authorized in the adopted budget. Expenditures that exceed the line item’s budgeted
amount by 10% or $100, whichever is greater, must be approved by majority vote of the Board. The Treasurer or
President may delegate specific expenditure authority within approved budgeted amounts to Production Directors,
Producers, and other persons.
If all changes in this section are adopted, the proposed Bylaw will read: The Board shall propose a
budget at the annual membership meeting for discussion and adopt a budget prior to the beginning of each
calendar year. The Board may adopt production budgets and supplemental budgetary decisions at any time during
the year. The Treasurer may expend monies as authorized in the adopted budget. Expenditures that exceed the line
item’s budgeted amount by 10% or $100, whichever is greater, must be approved by majority vote of the Board.
The Treasurer or President may delegate specific expenditure authority within approved budgeted amounts to
Production Directors, Producers, and other persons.
Current Bylaw Article and Section: Article X – Amendments
Current Bylaw text: The Bylaws may be altered, amended, or repealed at any duly called membership
meeting either by (a) a majority vote of the entire membership or (b) by a majority vote of the required
membership quorum and a majority vote of the entire Board except where an amendment would (a) affect NTP’s
purpose or (b) be inconsistent with NTP’s status as a legal 501(c)(3) corporation. Votes on bylaws changes shall
be taken by secret ballot. Notice shall be given to all members at least 14 days prior to such meetings and the
intent to change the bylaws must be clearly included in the meeting announcement. Proposed amendments shall
be submitted in writing to the Board and made available to the membership at least two weeks before voting. The
membership shall be informed of all implemented changes to the Bylaws.
Proposed Change: Clarification on how alterations, amendments, and repeals to the bylaws shall be voted
upon and ratified.
Proposed Bylaw will read: Administrative changes (spelling, grammar, punctuation, etc.) that do not
substantively change the purpose of the bylaws may be suggested by the Governing Documents Committee
and approved by a majority vote of the entire Board.
The Bylaws may be altered, amended, or repealed at any duly called membership meeting by a majority vote of
the required membership quorum except where an amendment would be inconsistent with NTP’s status as a legal
501(c)(3) corporation. Votes on bylaws changes shall be taken by secret ballot. Notice shall be given to all
members at least 14 days prior to such meetings and the intent to change the bylaws must be clearly included in
the meeting announcement. Proposed amendments shall be submitted in writing to the Board and made available
to the membership at least two weeks before voting. The membership shall be informed of all implemented
changes to the Bylaws.
Rationale: Membership has the right to change the bylaws without the process causing undue churn. Voting
members should not be bogged down in administrative changes, and instead should be allowed to focus on
substantive changes that are intended to change the purpose of the bylaw to better fit the wishes of the
membership. The quorum requirement for amendments is currently more stringent than the election of officers,
and this change is intended to make it easier for voting members to vote on bylaws changes. In addition, the
deletion of the words “affect NTP’s purpose” have been deleted, since the membership may decide at some point
that the purpose needs to be changed.

Current Bylaw Article and Section: Article X – Amendments
Current Bylaw text: The Bylaws may be altered, amended, or repealed at any duly called membership
meeting either by (a) a majority vote of the entire membership or (b) by a majority vote of the required
membership quorum and a majority vote of the entire Board except where an amendment would (a) affect NTP’s
purpose or (b) be inconsistent with NTP’s status as a legal 501(c)(3) corporation. Votes on bylaws changes shall
be taken by secret ballot. Notice shall be given to all members at least 14 days prior to such meetings and the
intent to change the bylaws must be clearly included in the meeting announcement. Proposed amendments shall
be submitted in writing to the Board and made available to the membership at least two weeks before voting. The
membership shall be informed of all implemented changes to the Bylaws.
If all changes in this section are adopted, the proposed Bylaw will read: Administrative changes
(spelling, grammar, punctuation, etc.) that do not substantively change the purpose of the bylaws may be
suggested by the Governing Documents Committee and approved by a majority vote of the entire Board.
The Bylaws may be altered, amended, or repealed at any duly called membership meeting by a majority vote of
the required membership quorum except where an amendment would be inconsistent with NTP’s status as a legal
501(c)(3) corporation. Votes on bylaws changes shall be taken by secret ballot. Notice shall be given to all
members at least 14 days prior to such meetings and the intent to change the bylaws must be clearly included in
the meeting announcement. Proposed amendments shall be submitted in writing to the Board and made available
to the membership at least two weeks before voting. The membership shall be informed of all implemented
changes to the Bylaws.
Current Bylaw Article and Section: Article XII – Dissolution
Current Bylaw text: To authorize dissolution of NTP, the Board shall adopt a resolution recommending that
NTP be dissolved, and submit the question of dissolution for a vote at a membership meeting. The resolution shall
be adopted upon receiving at least two-thirds of the present membership at a specially called meeting, with time
for discussion and debate prior to the vote. The meeting date and the purposes of this meeting must be provided to
the membership per Article IV, section 4.
Any uncommitted funds or assets of NTP shall be distributed to a non-profit organization to be chosen by the
Board.
Proposed Change: Clarification on terms of dissolution and distribution of remaining assets.
Proposed Bylaw will read: To authorize dissolution of NTP, all outstanding debts must be satisfied. The
Board shall adopt a resolution recommending that NTP be dissolved, and submit the question of dissolution for a
vote at a membership meeting. The resolution shall be adopted upon receiving at least two-thirds of the current
membership at a specially called meeting, with time for discussion and debate prior to the vote. The meeting date
and the purposes of this meeting must be provided to the membership per Article IV, section 3.
membership present at that meeting.
Rationale: The requirement that all outstanding debts be satisfied before dissolution is solid fiscal management.
Due to the seriousness of the action to dissolve the entity, the vote should be considered and undertaken by as
many members as possible, hence the only time there is a requirement for a two-thirds vote of current
membership, rather than the smaller number required for a quorum. Administrative change to reflect the correct
Article and Section of how membership meeting notices shall be distributed. As a final act of business, the
decision on distribution of final assets should be left to the members who voted on the resolution of dissolution.

Current Bylaw Article and Section: Article XII – Dissolution
Current Bylaw text: To authorize dissolution of NTP, the Board shall adopt a resolution recommending that
NTP be dissolved, and submit the question of dissolution for a vote at a membership meeting. The resolution shall
be adopted upon receiving at least two-thirds of the present membership at a specially called meeting, with time
for discussion and debate prior to the vote. The meeting date and the purposes of this meeting must be provided to
the membership per Article IV, section 4.
Board.
If all changes in this section are adopted, the proposed Bylaw will read: To authorize dissolution of
NTP, all outstanding debts must be satisfied. The Board shall adopt a resolution recommending that NTP be
dissolved, and submit the question of dissolution for a vote at a membership meeting. The resolution shall be
adopted upon receiving at least two-thirds of the current membership at a specially called meeting, with time for
discussion and debate prior to the vote. The meeting date and the purposes of this meeting must be provided to the
membership per Article IV, section 3.

Proposed Bylaw Amendment: Current Bylaw Article and Section: Current Bylaw Text

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PROPOSED BYLAW AMENDMENT

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Proposed Change: The addition that membership dues be made non-refundable

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Proposed Change: Addition of date for annual membership meeting

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Proposed Change: Word change from “personally” to “in person”

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Proposed Change: Clarification language for start and end to terms.

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Rationale: To align with previous Article/Section for consistency.

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Proposed Change: Clarify definition of documents to be posted.

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Proposed Change: Change language to reflect responsibility rather than tasks.

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Proposed Change: Deletion of “and vote” and addition of “Committee Council”.

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Current Bylaw text: N/A

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Current Bylaw Article and Section: N/A

If adopted, the proposed Bylaw will read:

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Proposed Change: The addition of a sentence defining the types of committees

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Proposed Change: Add limiting language regarding Board membership on committees.

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Proposed Change: Clarification on terms of dissolution and distribution of remaining assets.

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