wow - this one has been unanswered for a while...
Find Scene_Battle 2 and the function start_phase5, which is where EXP is given out.
Under # EXP gained, there's a loop
for i in 0...$game_party.actors.size that gives EXP to your battlers. We left this as-is, because we have an animation when the characters gain levels, and the new stats also appear on the battle screen.
Underneath that, we added a new bit of code:
for i in 0..7 # or the number of actors you have in total
actor = $game_actors[i]
if actor != nil && !actor.cant_get_exp? &&
# add another condition here to check if the actor is in the party &&
# add another condition here to check if the actor is INactive (not a battler)
actor.exp += exp
end
end