Bylaws of the Television Critics Association

Ratified June 28, 1978; most recently amended Aug. 6, 2022

Article I: Title

The name of the organization is the Television Critics Association Inc., hereinafter referred to as the Association, or TCA.

Article II: Purpose

The purpose of the Association is to maintain and improve the professional standards of television criticism, reporting and editing; to exchange information; to expand opportunities for complete and accurate coverage; to increase the public’s understanding of television; to improve television as an important element in American life and culture; to encourage activity that adds to the value of television as a communications medium; and to conduct activities which are exclusively charitable, literary and educational within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1954 as the same may be amended from time to time—including the advancement of public knowledge of the video arts.

 

Article III: Membership

Section 1

Membership in the TCA is extended to professional journalists in the United States and Canada who specialize in, or whose primary responsibilities include, the regular coverage of television, and who are over the age of 21.

Section 2

Members of the TCA shall include professional television critics, reporters, writers, and/or editors whose written television criticism and/or reporting is distributed in professional media outlets which include, but are not limited to, newspapers, magazines, trade publications, wire services and syndicates, websites, and other media. 

Outlets may not include—and members shall not be employed or contracted by—promotional or house organs of any television network, advocacy group, television production company, government agency, or other organization that presents a conflict of interest.

Section 3

Prospective and existing members shall adhere to the TCA Code of Conduct, and to accepted standards of ethical journalism, as defined by the Society of Professional Journalists’ Code of Ethics, in addition to any guidelines established by their outlets or organizations.  

The Television Critics Association and its members are committed to creating an environment free from harassment—including but not limited to verbal, physical, or sexual harassment and/or assault—and free from retaliation for reporting such harassment. The Board shall treat any report of incidents seriously, respectfully, and confidentiality, and promptly investigate allegations or appoint a third party to do so.

The Television Critics Association and its members do not, and shall not, discriminate on the basis of race, color, religion (creed), sex, gender, gender identity, gender expression, sexual orientation, age, national origin (ancestry), disability, marital status, or military/veteran status, in any of their activities or operations. 

Section 4

The Board of Directors may admit additional members.

Section 5

Candidates for membership shall apply by completing an application, and the Board of Directors shall be responsible for vetting the candidates’ applications to ensure, at the Board’s sole discretion, that members’ work satisfies the requirements in Sections 1, 2, and 3. 

Current members of the TCA shall be vetted by the Board of Directors, via a process and schedule of the President’s choosing, to ensure, at the Board’s sole discretion, that members’ work satisfies the requirements in Sections 1, 2, and 3.  

Section 6

Membership in TCA shall be subject to termination upon a determination by the Board of Directors that (1) a member no longer meets the criteria described in Section 2 of this Article; (2) that a member has failed to pay membership dues in accordance with Article IV, Section 2 of the Bylaws; or (3) a member has violated the provisions of the TCA Code of Conduct. In the event the Board makes such a good faith determination that a member no longer fulfills these membership requirements, is delinquent in payment of dues, or has violated the TCA Code of Conduct, the Board of Directors shall provide the member written notice to the e-mail address on file, which indicates that the membership will terminate fifteen days from the date of the notice. The written notice shall further indicate the basis for the termination of the membership. The member shall be entitled to present a written statement to the Board, not less than five days prior to the effective date of the termination setting forth reasons why the membership should not be terminated by the Board. This procedure is intended to comply with the procedures of California Corporations Code Section 7341.

Section 7

Associate members, who do not meet the TCA membership requirements but who may have something to offer the organization (e.g. academics, TV experts, emeritus members), will be admitted at the discretion of the Board. They have access only to the TCA newsletter and website. They do not have voting privileges, automatic access to the press tour, or the TCA Awards ceremony, nor may they vote in the TCA Awards. (Associate members may petition the TCA president to be credentialed for a press tour or to attend the TCA Awards, which the board will consider on a case-by-case basis. Petitions are due no later than 45 days before the start of any press tour.) Associate members will pay 50 percent of annual dues.

Article IV: Dues

Section 1

Dues of the TCA will be determined by a simple majority vote of the membership, in accordance with the budget requirements of the Board of Directors.

Section 2

Non-payment of dues within thirty (30) days of the established deadline is grounds for expulsion from the Association.

Article V: Assembly

Section 1

The Association shall hold at least one annual meeting per calendar year, at such time and place as the Board of Directors may determine. The purpose of the annual meeting is to elect a President, Vice President, Secretary, Treasurer and four (4) directors, and to conduct any other business that may arise.

Section 2

The President shall notify all members in writing of the place and approximate time of the annual meeting of the general membership. Said notification must be issued so as to reach the membership at least fifteen (15) days prior to the meeting.

Section 3

The presence of a simple majority of members in person or by proxy shall constitute a quorum for this and all other meetings of the general membership.

Section 4

All business shall be conducted according to Robert’s Rules of Order.

Section 5

Members not attending this or any other meeting of the general membership may authorize attending members to cast their votes by proxy. Such authorization must be in writing and must be signed by the person issuing the proxy.

Section 6

The President, subject to the notification requirements governing the annual meeting, may call additional meetings of the general membership. The President shall be required to call a special meeting if so petitioned by a majority of the membership.

Section 7

The annual meeting and all general meetings of the Association are open to the public.

Section 8

All actions of the general membership must be approved by a Majority vote of those participating in the voting, unless otherwise specified in these bylaws. Voting on resolutions shall be by private ballot, unless otherwise decided at said meeting.

 

Article VI: Elections

Section 1

The President, Vice President, Secretary, Treasurer and four directors, hereafter referred to as the officers, shall be elected by a simple majority of members casting votes at the annual meeting of the general membership.

Section 2

Balloting will be by secret ballot, unless otherwise decided at said meeting.

Section 3

All nominees must be TCA members in good standing. Nominees for President or Vice President must have served at least one (1) two-year term on the Board within the last six (6) years. All nominations must be seconded from the floor of the election meeting.

Section 4

Those elected to the offices of President, Vice President, Treasurer, and Secretary shall serve one two-year term and shall not be eligible to succeed themselves in the same office.

Four board members shall each be elected to two-year terms; two terms shall begin in odd-numbered years, two in even-numbered years. Board members shall serve no more than three consecutive, two-year terms.

Section 5

Officers shall assume their duties immediately upon election.

Section 6

The President, with the approval of the Board of Directors, may appoint persons to fill vacated, unexpired offices. Such persons shall serve until the next meeting of the general membership, at which time members shall elect a person to fill that office until the scheduled expiration of the term.

 

Article VII: Duties of Executive Officers

Section 1

The President is the Chief Executive Officer of the Association, responsible for carrying out the directives and policies of the general membership, the Board of Directors, and these bylaws.

  1. The President shall preside over all meetings of the general membership and over all meetings of the Board of Directors.

  2. The President shall appoint any committees they deem necessary to carry out the goals and directives of the Association.

  3. The President shall authorize or issue all public statements that speak for the Association.

  4. The President shall have the ultimate supervisory authority over all people employed by the Association.

Section 2

In addition to assisting the President in their duties, the Vice President shall:

  1. Perform the duties of the President in the event of the President’s absence

  2. Coordinate the annual TCA Awards, including the ceremony

  3. Communicate with network representatives to coordinate press tours

  4. Supervise volunteer and contracted Association staff, including but not limited to Tour Coordinator, Membership Coordinator, Hotel Coordinator, and publicist

Should the President vacate their office, the Vice President shall assume the presidency and serve its unexpired term. 

Section 3

In addition to assisting the President in their duties, the Secretary shall: 

  1. Insure that all non-financial business transacted by the Association or any of its components is clearly and accurately recorded and made available for inspection by any member of the Association

  2. Send regular communication to the membership

  3. Maintain all organizational records, including but not limited to the Association’s roster, information for members and prospective members, calendars, and transcripts

  4. Maintain the public-facing website

Section 4

In addition to assisting the President in their duties, the Treasurer shall:
 

  1. Insure that an accurate and complete record of all money received and dispersed by the Association is maintained, and make that record available for inspection 

  2. Collect and account for all dues paid by members, and other monies received by the Association

  3. Notify any member who is delinquent in the payment of dues, and notify the President of any member whose delinquency continues past the announced deadline

  4. Receive, verify, and process invoices related to accounts payable

  5. Ensure the organization’s nonprofit status is active

  6. Maintain and review contracts and relationships with the organization’s vendors, including financial institutions

  7. Work with the organization’s accountant to prepare required federal and state filings, and other documents and records as necessary

Section 5

The four non-executive officers shall be responsible for helping to fulfill the functions of the organization, including but not limited to: 

  1. Leading committees and projects, as assigned by the President

  2. Assisting the President, Vice President, Secretary, and Treasurer with their assigned tasks

  3. Polling the membership, formally and informally 



Article VIII: The Board of Directors

Section 1

The President, Vice President, Secretary, Treasurer and four (4) Directors shall form the Board of Directors.

Section 2

The Board of Directors shall be responsible for carrying out the directives of the membership and enforcing the provisions of the Bylaw and Code of Conduct. The Board of Directors shall have the authority to establish reasonable policies, rules and regulations which are consistent with the Bylaws and Code of Conduct in order to effectuate the goals and purposes of the Association.

  1. The Board of Directors shall authorize the expenditure of all funds.

  2. The Board of Directors shall decide all questions of constitutionality.

  3. The Board of Directors shall approve all applications for membership from all applicants qualified in accordance with Article III.

  4. The Board of Directors shall have the power to expel members in accordance with the provision of these bylaws, and in accordance with the TCA Standards adopted on July 18, 1998.

  5. All actions of the Board of Directors must be approved by a majority vote of the Board.

Article IX: General Membership

The ultimate power in the Association shall be vested in its membership, which may initiate any action or change any policy it so desires, in accordance with the provisions of these bylaws.

Article X: Resignation

A member may resign membership or office by submitting a written resignation to the President, who shall notify the Board of Directors.

 

Article XI: Expulsion of Members and Removal of Officers

Section 1

The Board of Directors, for violating the provisions of these bylaws, may expel Members.

Section 2

Officers may be removed from office by a two-thirds majority of those voting at a meeting of the general membership. Officers may be removed from office for failing to perform their duties.

Section 3

No member shall be expelled and no officer shall be removed without first receiving the opportunity to present relevant arguments and evidence to the body taking the action.

Article XII: Amendments

The bylaws of the Association may be amended at a duly constituted meeting by the general membership by a two-thirds vote of those present, providing the proposed amendment has first been submitted in writing to the total membership at least thirty (30) days prior to the meeting at which the vote is taken.


Article XIII: Indemnification

Board Members and Association officers are not liable if they perform their duties in conformance with California Corporations Code Sections 7231 and 7231.5, and Civil Code Section 1365.7. The Association shall indemnify any present or former director, officer, employee or other agent of the Association to the fullest extent authorized under California Corporations Code Section 7237, or any successor statute, and may advance to any such person funds to pay expenses that may be incurred in defending any action or proceeding provided that the Association is receives an undertaking (bond) on behalf of such person to repay such amounts advanced for legal expenses. In the event that it is ultimately determined that such person was entitled to indemnification by the Association under this provision, the Association shall release any claim for reimbursement for amounts advance as and for legal expenses.

ADOPTED at Pasadena, California, on the 23rd day of July 1999.

Television Critics Association Standards of Conduct

On the occasion of our 20th anniversary, the Television Critics Association affirms these standards to maintain the esteem and access the TCA has been afforded by those we cover professionally. The TCA seeks to preserve effective working relationships with the networks, studios, talent and others involved in Press Tour presentations.

Each member’s actions during Press Tour may reflect on all who take part in this professional event. In order to protect the reputation of the TCA, avoid internal strife, and prevent conflicts of interest, we agree to:

– Conduct ourselves with courtesy during organized interview sessions and Other Press Tour Events;

– Refrain from actions during Press Tour designed for personal gain at possible group expense, among which may be: soliciting jobs from those we cover Professionally, pitching scripts, or invoking the TCA in any attempt to intimidate or threaten;

– Avoid taking unprofessional advantage of the familiarity provided by the informal nature of Press Tour. Such actions may include: aggressively soliciting personalized memorabilia during group events, and monopolizing the time of talent when colleagues also seek access.

Members whose actions regularly deviate from these standards may have their status in the organization reviewed by the TCA membership committee (the Board of directors and officers).

Actions conflicting with these standards should be referred to TCA officers for review.

PASSED and ADOPTED at Pasadena, California on the 18th day of July 1998. 

Television Critics Association Resolutions

MOTION TO IMPLEMENT TCA POLICY PROHIBITING LIVE EXTERNAL TRANSMISSIONS FROM TCA PRESS CONFERENCES

WHEREAS the Television Critics Association has on this day reaffirmed — According to Article III, Section 1 of its bylaws — its role as an organization of professional journalists in the print media, and

WHEREAS the Television Critics Association has on this day affirmed — According to Article III, Section 3 of its bylaws — the definition of “print media” as including “newspapers, magazines, trade publications, news wire services, news syndicates, and text-based Internet news organizations,” and

WHEREAS it is the acknowledged goal of the TCA to focus on the printed word,

THEREFORE, BE IT RESOLVED that the Television Critics Association hereby Establishes a policy prohibiting TCA members from initiating live external broadcasts, Internet or other online cybercasts, simultaneous external telecasts, or any other live external electronic transmission of proceedings from within press conferences and panel sessions of the TCA Press Tour, and

BE IT FURTHER RESOLVED that, in the instance of breaking news or other Network telecast plans, the presence of television cameras or other broadcasting apparatus used for the purpose of live external transmissions from within TCA Press Tour press conferences and panel sessions must require the expressed written consent of the TCA President or, in his or her stead, the TCA Vice-President.

PASSED and ADOPTED at Pasadena, California, on the 23rd day of July 1999.

 

PHOTOGRAPHY GUIDELINE

No photos during press conferences. Photography at all other times at the discretion of the presenting network; i.e., you must get approval from the Head of Network Photography— not a network programming publicist—prior to taking any pictures.

N.B.
Most networks assign their own photographers to take photos during press conferences and post them to their Web sites. In addition, networks may still credential wire photographers for some events. Those are easily accessed for use on blogs. If you’re seeking a specific photo after a session or at a party, please contact the head of photography at that network and they’ll work with you to accommodate your request.

Update history

  • Originally adopted January 1978 and ratified June 28, 1978
  • Amended June 13, 1980; June 19, 1986
  • Amended, Rewritten and Adopted: July 23, 1999
  • Article III & Article VIII amended and Article XIII added: July 23, 2006
  • Amended at the annual meeting, 2016
  • Amended at the annual meeting, Aug. 6, 2022
  • Amended at the annual meeting, Aug. 5, 2023