Unity Church of Fort Worth Bylaws
Below you will find the Bylaws of Unity Church of Fort Worth that were amended and adopted by the membership of the Church effective as of March 15, 2009.
You can download a PDF version of these bylaws here.
Revised March 15, 2009
BYLAWS FOR UNITY CHURCH OF FORT WORTH
5051 Trail Lake Drive, Fort Worth, Texas 76133
I. IDENTIFICATION.
A. Statement of Purpose. The purpose of Unity Church of Fort Worth (the “Church”), a non-profit corporation organized under the Texas Non-Profit Corporation Act (the “Act”), is to teach and practice the universal principles of Truth, as taught and demonstrated by Jesus Christ and interpreted by Unity School of Christianity and the Association of Unity Churches, a non-profit corporation organized and existing under the laws of the state of Georgia with headquarters at Unity Village, Missouri (the “AUC”). The Church shall comply with the requirements of the Act and maintain a registered office and registered agent in Texas. The registered office may, but need not, be identical with the Church's principal office in Texas. In the accomplishment of this purpose, the Church shall pursue the following, which shall be referred to collectively in these Bylaws as the “Ministry”:
1. Conduct services of worship and classes of instruction in practical Christianity;
2. Demonstrate the principles of Truth by using them in the operation of the Ministry;
3. Receive, hold and disperse gifts, bequests and funds from all sources;
4. Acquire (by gift, purchase or otherwise), hold, improve and convey real or personal property;
5. Exercise any and all powers, rights and privileges which corporations organized under the Non-Profit Corporation Law of the State of Texas may now or hereafter exercise; and
6. Adopt other means that, in the judgment of the Ministers and the Board, will further the principles of practical Christianity among people everywhere.
B. AUC Membership and Responsibilities. The Church is a member of the AUC. The operation and conduct of this Ministry shall comply with the regulations and policies of the AUC as outlined in the AUC Bylaws, as they may be updated and amended from time to time, insofar as they do not conflict with the laws of the State of Texas. The Church shall operate on a strictly non-profit basis and no net earnings or assets of the Church shall benefit any individual, corporation, director or officer of the Church, except for the compensation of employees as expressly authorized in these Bylaws.
1. Leadership. This Ministry shall have as its leader an ordained or licensed Unity Minister or Ministers, each in good standing, or a person (preferably a licensed Unity teacher) serving under special dispensation approved by the AUC.
2. Teaching. The principles of practical Christianity, as revealed from the Bible and other sacred texts, shall be taught through this Ministry. Methods, textbooks, literature and other materials approved by AUC are recommended for use.
3. Mailings. As appropriate, copies of printed matter sent by this Ministry to the membership shall be sent to the office of the President of the AUC.
4. Reports. As Administrative Director of this Ministry, the Senior Minister will make annual reports to AUC on forms supplied by AUC.
C. Definitions. Defined terms used in these Bylaws are shown where defined in “bold italics”.
II. OFFICE AND OFFICIAL RECORDS.
A. Principal Office. The principal executive office of the Church shall be fixed by the Board. Said office shall be in the County of Tarrant, State of Texas, or at such other place within the State of Texas as the Board hereafter shall designate. The Church may also have offices at such other place or places as the Board may from time to time designate.
B. Official Records. Records of membership, finances, donation, corporate minutes, etc. will be maintained at the principal office of the Church. Official church documents are to be available to church officers, the Board and the Ministers as appropriate.
III. MEMBERSHIP.
A. Qualifications. A member of Unity Church of Fort Worth shall endeavor to live in accord with the Jesus Christ principles of Love and Truth as taught by Unity and shall further the work of this Ministry through active interest, love and support.
B. Election of Membership. Anyone desiring membership in the Church shall file an Application for Membership with the Church office. All applications shall be presented to the Board prior to induction of the new members. Upon a majority affirmative vote of the Trustees, the applicants shall be considered members and shall be notified accordingly by the Board Secretary. All Ministers and licensed Unity teachers serving on the Church staff shall be members of this Ministry.
C. Classes Of Membership. Membership in this Church shall be in one of two classifications:
1. Voting Membership. Voting membership shall consist of those persons 18 years of age or over who have made written application for membership, who have attended an approved orientation as designated by the Senior Minister, who have attended and received prayerful induction before the congregation at a designated Membership Sunday service, and who continue to support this Church through their prayers, attendance and financial contributions as active members of this Ministry. Each voting member in attendance at annual or special membership meetings shall have one vote for each ballot item requiring a vote by the Church membership.
2. Youth Membership. Youth membership shall consist of young people under 18 years of age who otherwise fulfill all prerequisites of voting membership. Upon reaching the age of 18 years, youth members may become voting members by making written application.
D. Terms Of Membership.
1. Active Members. A member shall retain status as an “active member” until voluntarily relinquished, or as long as his/her conduct is in accord with the qualifications specified in Sections III.A. and C.1.
2. Inactive Member.
(a) An active member will become inactive upon (i) moving such a distance from the Ministry that would prevent attendance, or (ii) absence from the congregation for one year providing the Ministry has attempted by mail to notify the member of the change in membership status, or (iii) resignation.
(b) Within one year of inactivation, members who have been advised by the Board of inactive status may regain active status during the year if they have attended four of the six Sunday services preceding a membership meeting. After one year of inactivation, members must reapply for active membership in accordance with Section III.B.3. Removal. Those individuals who are determined by the Board, including agreement by the Senior Minister, to no longer fulfill the qualifications of active membership will be removed from the member list. Prior to any such removal, the member must be given an opportunity for a hearing before the Board. The Board will attempt to notify such member of their removal by certified mail within 30 days. A removed member may submit a written request for reinstatement of membership. The Board may reinstate membership on any reasonable terms that the Board deems appropriate.
E. Powers of Voting Members. Any voting member of the Church shall have the power to:
1. Vote at any duly called membership meeting at which the member is present. See Section III.F.
2. Elect members to the Board as specified in Section IV.D.
3. Ratify the Bylaws of this Ministry or any amendments thereto as specified in Section IX.
4. Vote on any expenditure that exceeds $50,000 in value. A majority vote of those present and voting is required for approval. Refer to Section IV.C.3(j).
5. Elect members to serve on the Board Development Team as specified in Section IV.D.2.
6. Call a special membership meeting when the affairs of this Ministry warrant such action. Refer to Section III.F.3.
7. Vote to override any action of the Board by a vote of seventy-five percent of those present and voting at a duly constituted membership meeting. Notice of the issue to be voted on must be submitted to the membership in writing at least 10 days (but not more than 60 days) prior to the subsequent membership meeting.
8. Vote for the removal of any Minister in accordance with Section IV.C.5 or of any or all Trustee(s) from the Board in accordance with Section IV.E.1. An affirmative vote of two-thirds of those present and voting is required.
9. Vote on any matters on which a membership vote is required by the Texas Non-Profit Corporation Act or otherwise officially brought to the attention of the membership.
10. Offer suggestions to the Minister(s) or Board as may seem advisable for the good of this Ministry.
11. Request conflict transformation assistance by notifying the President of the AUC in writing with copies to the Board and Ministers in the event of a dispute adversely affecting the Ministry. Upon receipt of a request for assistance from 10 or more voting members to the President or designee of the AUC, such person will confer with the Ministers, the Board and/or the AUC’sRegional Representative to evaluate whether further action is required.
F. Celebrations, Meetings and Quorums.
1. General. Annual or special membership meetings of the membership shall be conducted for the transaction of the spiritual and financial business and welfare of this Ministry.
2. Annual Membership Meeting and Celebration. The Annual Membership Meeting and Celebration of the Church shall be held at its official headquarters on the day and at the time of day designated by the Senior Minister and Board, typically in the month of September unless the Board votes to hold the meeting at another time and place in another month.
3. Special Membership Meetings. Any time the affairs of this Ministry warrant, a special membership meeting may be called by:
(a) Any Minister.
(b) A majority of the Board.
(c) A petition submitted and signed by 50 voting members. A written request must be submitted to the Board who shall, within a reasonable period of time not to exceed 30 days, call the meeting on behalf of the requesting party(ies). The purpose(s) for the special membership meeting shall be stated both in the written request for the meeting and the written notice to the membership. In the case of a special membership meeting called by written petition, the written notice of the meeting to the membership will faithfully reflect the purpose(s) for such meeting stated in the petition. Business conducted at the special membership meeting shall be limited to the pre-stated purpose(s).4. Written Notice. Written notice stating the date, time and place shall be sent to all voting members at least 10 days, but not more than 60 days, before any membership meeting.
5. Quorum. Those voting members present and voting at a membership meeting called pursuant to the notice provisions of Section III.F.4. shall constitute a quorum at any membership meeting, so long as at least 50 voting members are present.
6. Participation. Participation in the business affairs of any membership meeting shall be restricted to voting members of the Church. Participation of other persons must be approved by a two-thirds vote of the voting members in attendance. AUC representatives have the right to participate in discussion (but not any vote) when they have been invited by any Minister, the Board or the membership.
7. Voting. Unless otherwise provided herein, the vote of a majority of the voting members present and voting, or by absentee ballot, shall be necessary for approval or disapproval of that action being voted upon. Voting members unable to be present at the Annual Membership Meeting and Celebration may vote by absentee ballot upon application to the Church office in advance of the meeting date. Absentee ballots must be returned prior to the meeting. Absentee ballots will not be accepted at special membership meetings. Proxy votes are not allowed at any membership meeting.
8. Prayer. In any membership meeting, the Board President (or acting chair) or any Minister, Trustee, AUC Representative or member may request that action on an item of business be suspended while the membership enters into a time of prayer on the issue. Upon such request, the chair shall provide a period of prayer and silence.
9. Adjournment. All meetings shall be adjourned by the President, or by motion from the floor, and subject to ratification by the assembled members by acclamation.
IV. GOVERNMENT.
A. Administration. The government of the Church shall be vested in the Senior Minister, who is the Administrative Director, and the Board elected from the membership.
B. Ministers.
1. Senior Minister.
(a) Duties: As the Spiritual Leader of the Ministry, the Senior Minister shall be responsible for the scheduling, conduct, and content of worship services, classes, and spiritual studies; shall minister to the needs of all individuals who seek spiritual guidance; and shall supervise all other activities that further the purpose of this Ministry as specified in Section I.A. As Administrative Director, the Senior Minister shall be:
(i) Responsible for the functioning of this Ministry, including the hiring and termination of all employees and the maintenance of the physical facilities of the Church.
(ii) Responsible for managing the day-to-day financial affairs of the Ministry in accordance with the approved Budget;
(iii) A voting member of the Board on all matters except own employment, salaries or performance, or that of successors.
(iv) Responsible for appointing Ministry Teams in accordance with Section V.
(v) A member of all Ministry Teams, other than any teams to which the Senior Minister appoints an alternate representative of the Ministry or otherwise declines to participate, or any teams created by the Board to consider the Senior Minister’s employment or salary, or that of successors.
(vi) Responsible for requesting conflict transformation assistance by notifying the President of the AUC in writing, with copies to the Board President and the Secretary, in the event of a dispute adversely affecting the Ministry. Upon receipt of such request for assistance to the President or designee of the AUC, such person will confer with the Ministers, the Board and/or the AUC’ Regional Representative to evaluate whether further action is required.
(b) Contract: The terms and conditions of the Senior Minister’s employment, including compensation and provisions for dismissal or resignation, shall be reduced to a written contract. This contract shall be reviewed by the Board and the Senior Minister semi-annually during the first year of the Senior Minister’s service and annually thereafter. Terms of this contract may be renegotiated at these times; however, the Senior Minister shall not vote as a member of the Board on these matters.
(c) Vacancy:
(i) The position of Senior Minister may be vacated by death, incapacity, resignation or departure of the Senior Minister or, after complying with Section IV.C.5., the Senior Minister's suspension or removal due to failure to fulfill the duties of the position as specified in Section IV.B.1(a).
(ii) Should a vacancy occur in the office of the Senior Minister, the President or Secretary of the Board shall, within 30 days, communicate with the President of the AUC to make requests for other candidates. The Board shall form a search team consisting of five voting members and two Trustees. The search team shall request and consider applications from individuals qualified to assume and fulfill the duties of the Senior Minister, and shall invite applicants considered qualified and worthy to conduct a worship service. The membership shall then tender their comments regarding each applicant to the search team for prayerful consideration. A Senior Minister shall be recommended from among the candidates by the Board and approved by the membership. The search process shall be conducted in a timely manner.
2. Associate and/or Assistant Ministers. Associate and/or Assistant Ministers will be duly licensed or ordained ministers (preferably by Unity) who function with less responsibility than the Senior Minister. The Associate and/or Assistant Minister(s) will perform the duties and fulfill the responsibilities assigned them by the Senior Minister. The compensation of the Associate and/or Assistant Ministers shall be fixed by agreement of these Ministers and the Senior Minister, as ratified by the Board.
C. Board Of Trustees - Members.
1. Structure. The Board of Trustees (the “Board”) shall consist of the Senior Minister and no fewer than eight Trustees elected from the membership of the Church. The senior Associate Minister shall serve on the Board as a non-voting member. Each elected Trustee shall hold office for three years, or until a successor is elected. Terms of elected Trustees shall be staggered so that the terms of either two or three Trustees shall expire annually. Vacancies caused by term expiration shall be filled at the Annual Membership Meeting and Celebration in accordance with Section IV.D. No person shall serve as Trustee for more than two consecutive terms of three years each without an interval of one year between terms. No person filling an unexpired term of a Trustee shall be reelected more than once without an interval of at least one year. No more than one licensed Unity teacher (excluding the Senior Minister and the senior Associate Minister) may serve on the Board at any one time. No individual receiving compensation from the Ministry (including any licensed Unity teacher but excluding the Senior Minister and the senior Associate Minister), nor any relative or “significant other” of such individuals, may serve on the Board. Further, no Trustee shall be the relative or “significant other” of another Trustee.
2. Prayer. It is important that in addition to adhering to the normal procedures for legal functioning set forth in these Bylaws, the spiritual principles taught by Unity shall be utilized in the handling of decisions before the Board. During the discussion of an item of business, any Trustee may request time for prayer about the issue. Upon request the chair shall provide a period of prayer and silence.
3. Duties. As representatives of the membership of the Church, the Board shall:
(a) Uphold the spiritual purpose of this Ministry as stated in Section I.A.
(b) Uphold the highest interest of the membership in conducting business of this Ministry.
(c) Be thoroughly conversant with the Bylaws and policies and procedures established for the operation of this Church, and be careful not to exceed their powers as granted by the Bylaws. The Board shall provide directives governing the actions of the Trustees acting individually in carrying out the duties of office. Officers and Trustees shall remember always that they are servants of the membership.
(d) Actively fulfill and sustain the qualifications for Trustees set forth in Section IV.D.1.
(e) Establish policies and procedures for membership and approve applicants for membership in accordance with Section III.B.
(f) Keep, or cause to be kept, accurate record of membership of the Church and review the membership rolls at least annually.
(g) Be faithful in attendance at services, Board, and membership meetings of this Ministry.
(h) Make determinations of the business needs of this Ministry and authorize payment of monies for those purposes.
(i) Administer the real and personal property of this Ministry.
(j) Make determinations on the sale, pledge, financing or purchase of real or personal property belonging to this Ministry. All decisions in favor of the sale, pledge, financing or purchase of real or personal property exceeding $50,000 in value shall be presented to the membership at a membership meeting to be voted on in accordance with Section III.E.4., and shall require a majority vote of the voting members present and voting. A vote of the membership is not required to refinance existing debt on real property. The Board shall have the right, without the need to call a special membership meeting, to dispose of any real or personal property donated to the Church which is not designated for a specific purpose and which does not exceed $50,000.
(k) Except as otherwise provided in these Bylaws, authorize in writing any officer, agent or employee of the Church to enter into any contract or execute any instrument in the name and on behalf of the Church, which authority may be general or confined to specific instances. Unless so authorized by the Board, no officer, agent or employee shall have any power or authority to bind the Church by contract or engagement or to pledge its credit or render it liable for any purpose or to any amount.
(l) As recommended by the Senior Minister, approve all staff positions of this Ministry, authorize the employment of all staff personnel, set and approve their salaries and establish policies and procedures for their recruitment, employment and termination.
(m) Prior to the beginning of each fiscal year, cause to be prepared and approve a budget of all anticipated revenues and expenditures for the new fiscal year. The budget shall contain sufficient detail to provide meaningful information for church management. A summary of the budget shall be made available to all members.
(n) Set dates for the fiscal year for the Church’s financial calendar.
(o) Each year cause to be prepared and presented at the Annual Membership Meeting and Celebration a complete financial statement with disclosures that will set forth the fiscal conditions and operations of the Ministry. These statements shall be prepared in accordance with generally accepted accounting principles for non-profit organizations and will be made available to all members.
(p) Be responsible for preparation of a financial report by a qualified independent accountant of the financial statement and records of the Church at the end of each Church fiscal year.
(q) When deemed advisable, secure fidelity bonds for the Treasurer and other persons handling Church monies in amounts to be set by the Board.
(r) Act to fill the unexpired term of any Trustee in accordance with Section IV.E.2.
(s) Elect officers of the Board and their successors to fill any unexpired term when necessary. See Section IV.G.
(t) Attend and actively participate in any ongoing Board education programs.
(u) Keep, or cause to be kept, accurate records of gifts to the Ministry in compliance with Internal Revenue Service regulations; and acknowledge in writing contributions in compliance with Internal Revenue Service regulations.
(v) Secure liability insurance, or make other appropriate arrangements, on behalf of any person who is or was a director, trustee, officer, employee or agent of the Church reasonably sufficient, in the Board’s discretion, to protect each such person from and against any claims, expenses or liability asserted against or incurred by such person in such capacity or status, whether or not the Church would have the power to indemnify him or her against that liability under applicable law.
(w) Approve Ministry Teams as appointed by the Senior Minister or the Board President. See Section V.
(x) Communicate with the Executive Director of AUC for aid in resolution of all matters concerning the Senior Minister’s services that cannot otherwise be reasonable resolved.
(y) Request conflict transformation assistance by notifying the President of the AUC in writing, with copies of the approved request to the Ministers and the Secretary, in the event of a dispute adversely affecting the Ministry. Upon receipt of such request for assistance to the President or designee of the AUC, such person will confer with the Ministers, the Board and/or the AUC’s Regional Representative to evaluate whether further action is required.
(z) Recommend dissolution of the Church as a corporation in accordance with Section VII.B.
(aa) Consider other duties brought to their attention by the Ministers, other Trustees, and the membership.
4. Employment of Senior Minister. It is the responsibility of the Board to employ a licensed or ordained Unity Minister for the Church through cooperation with the employment management procedures of the AUC.
5. Termination of Employment of Senior Minister. After the Ministry, the Board and the Senior Minister have cooperated with the conflict transformation procedures of the AUC, a two-thirds vote of the Board is required to call a Special Meeting for the removal or suspension of the Senior Minister and a two-thirds vote of those present and voting of the voting membership is required to terminate or suspend the employment of a Senior Minister, or impose appropriate conditions if warranted by the circumstances.
D. Board Of Trustees – Election.
1. Qualifications. Any person elected to the Board shall be a person who:
(a) Desires to serve on the Board and is capable and willing to perform the duties of a Trustee. See Section IV.C.3.
(b) Has been a voting member of this Church for at least three consecutive years.
(c) Endeavors to live in accordance with the Jesus Christ principles of Love and Truth as taught by Unity.
(d) Furthers the work of this Ministry through active interest, love, and support.
(e) Is a sincere and continuing student of Unity, conversant with its teachings, and preferably someone who has made a systematic study of courses approved by the Senior Minister or from Unity’s Continuing Education Program.
(f) Has demonstrated leadership capabilities through service on Ministry Teams, educational programs or other committed service to the Church.
(g) Demonstrates ongoing support of the Ministry through the tithing of time, talent and treasure.
2. Board Development Team.
(a) For each fiscal year of the Church, a “Board Development Team” shall be formed for the purpose of nominating candidates for the Board.
(b) The Board Development Team shall be chosen at the Annual Membership Meeting and Celebration and consist of the Senior Minister, one member of the existing Board and who is chosen by the Board, and four qualified voting members of the Church who are not Board members or paid staff, one of which shall be an alternate.
(c) Any person elected to the Board Development Team shall be a person who:
(i) Desires to serve on the team and is capable and willing to perform the duties of a member of the Church. See Sections III.A. and D.1.
(ii) Has been a voting member of this Church for at least three consecutive years.
(iii) Endeavors to live in accordance with the Jesus Christ principles of Love and Truth as taught by Unity.
(iv) Furthers the work of this Ministry through active interest, love and support.
Revised March 15, 2009 9(v) Is a sincere and continuing student of Unity, conversant with its teachings, and preferably someone who has made a systematic study of courses approved by the Senior Minister or from Unity’s Continuing Education Program.
(vi) Has demonstrated leadership capabilities through service on Ministry Teams, educational programs or other committed service to the Church.
(vii) Faithfully attends services and team and membership meetings of the Ministry.
(d) A member of the Board Development Team may be removed by a majority vote of the Board based on the recommendation of two or more members of the team for reasons such as failure to attend team meetings, refusal to fulfill the required duties in a productive manner, resignation from membership in the Church or inactivity in the affairs of the Church. Should any of the persons so elected be removed or otherwise unable to serve, including the alternate, the Board will select a person from the voting membership to fill the vacancy, other than a current Board member. In the event of an interim Board elected in accordance with Section IV.E.2(d), the Board Development Team shall complete its selection process within 30 days from the establishment of the interim Board.
(e) The Board Development Team shall convene as soon as reasonably possible after the Annual Membership Meeting and Celebration to establish a procedure by which it will select qualified nominees. The team shall regularly communicate team progress reports to the membership through the Church newsletter, announcements at Sunday services, mailings and other presentations and publications, as necessary and appropriate.
3. Nominating Procedure.
(a) At least six months prior to the Annual Membership Meeting and Celebration, the Board Development Team shall initiate a search for qualified candidates for each anticipated vacancy on the Board. Nominees should never be chosen on the basis of a person’s business or financial resources alone.
(b) At least two months prior to the Annual Membership Meeting and Celebration, the Board Development Team shall present its recommended nominees for each vacant Trustee position to the Board and the membership.
(c) At the Annual Membership Meeting and Celebration, the Board Development Team shall present nominees for Trustee positions to be filled, which will be placed on the formal ballot.
(d) As the presiding officer of the Annual Membership Meeting and Celebration, the outgoing President of the Board shall:
(i) Present Section IV.D. to the membership just prior to the call for nominations.
(ii) Call upon the chairperson of the Board Development Team to present the team’s nominations.
(iii) Call for qualified nominations from the floor, which must be seconded.
(iv) All nominees, no matter how nominated, must qualify in accordance with Section IV.D.1.
4. Election. Votes shall be cast by written ballot. The nominees receiving the greatest number of votes shall be elected to fill the vacancies created by the expiration of three-year terms. Determination of membership of any person shall be made by reference to the books and records of the Church. When replacement Trustee(s) are required to fill vacant unexpired terms, the nominee(s) receiving the next highest number of votes shall be elected to the next longest unexpired vacant term, in succession, until all vacant unexpired terms are filled. All persons elected in such a manner will be considered to be fulfilling a term of office.
5. Declaration. The newly elected Trustees shall be declared elected by the Chairperson following the report of the election tellers. Newly elected Trustees shall be formally notified by the outgoing Secretary of the Board.
E. Board Of Trustees - Vacancy and Replacement.
1. Vacancy. The office of a Trustee may be vacated by any of the following means:
(a) The death, incapacity, resignation or departure of the Trustee.
(b) The Board voting for the removal of a Trustee due to absences from three successive regular Board meetings. Absences may be excused by the Board upon written request to the Board President or Secretary.
(c) The Board voting for the removal or suspension of a Trustee, or the imposition of appropriate conditions if warranted by the circumstances, because of a failure to fulfill the duties of his office as specified in Section IV.C.3.
(d) The voting membership voting for removal or suspension of a Trustee, or the imposition of appropriate conditions if warranted by the circumstances, because of a failure to fulfill the duties of the office as specified in Section IV.C.3. See also Section III.E.8.
2. Replacement.
(a) Should a vacancy occur on the Board, the remaining members of the Board shall proceed to fill such vacancy temporarily by ballot at its next meeting. In case of emergency, a special membership meeting may be called. Only persons meeting the qualifications specified in Section IV.D.1. may be considered as replacements. No replacement shall have served as a Trustee during the year prior to his election. A majority vote of those present and voting shall be necessary to elect. Such temporary term will expire on the day of the next membership meeting for which a vote on replacement Trustees is feasible. A person elected in this manner is not considered to have served a complete term. At the next membership meeting for which a vote on replacement Trustees is feasible, permanent replacement Trustees will be nominated and elected in the manner prescribed in Section IV.D. to fill any remaining year(s) of that term. The term of each such elected replacement Trustee shall expire on the same date as the term of the Trustee replaced.
(b) If resignations on the Board have brought the number of Trustees to less than a quorum, the Board Development Team will submit a slate of qualified nominees to the membership to fill the vacancies.
(c) If more than fifty percent of the Board is to be recalled, the entire Board must be recalled. Refer to Section III.E.8. In such event, the membership may re-elect no more than fifty percent of the recalled Trustees.
(d) If the entire Board has been recalled, or a quorum does not exist, the voting membership may choose to elect an interim Board whose term of office will not exceed 90 days. By the end of 90 days, a permanent Board must be elected.
F. Board Of Trustees - Meetings and Quorum.
1. Regular Board Meetings. The regular business meetings of the Board shall be held monthly at Ministry headquarters as specified by the Board.
2. Special Board Meetings. Special meetings of the Board shall be called by the President under any of the following conditions:
(a) By request of Senior Minister.
(b) By request of two or more Trustees.
(c) As the President deems it necessary. Any such request shall be filed in writing with the Board Secretary. Reasonable effort must be made to notify all Trustees of any such special meeting.
3. Resolutions and Emergencies. The Board may conduct business without a meeting through the preparation and distribution of written corporate resolutions that are approved by the Trustees via post, email or other approved means. In the event of an emergency, any Trustee shall have the authority to make decisions on behalf, and in the best interests, of the Ministry. In such event, the deciding Trustee shall make a full report to the Board at the earliest opportunity, at which time the emergency situation and decisions so made shall be evaluated and concluded.
4. Quorum. Fifty-one percent of the voting Trustees must be present to constitute a quorum for the transaction of business.
5. Attendance. The Senior Minister and senior Associate Minister shall have the right to attend all Board meetings, with the exception of those meetings or portions thereof that pertain to determinations of the Senior Minister’s employment, salary or performance and, with respect to the senior Associate Minister only, to ratification of the senior Associate Minister’s employment, salary or performance. Each Minister must be notified in writing of all special Board meetings. If the Senior Minister or any Trustee declines to attend a regular or special Board meeting, the Board shall conduct the meeting as usual.
G. Board of Trustees –Officers.
Officers of the Board shall consist of a President, Vice President, Secretary, Treasurer, and such other officers as the Board shall designate. All officers shall be elected at the first Board meeting following the Annual Membership Meeting and Celebration, or at a special membership meeting called for the purpose of selecting officers, and shall assume office at that time. All officers shall be elected by a majority vote and shall hold their respective offices for one year, or until their successors are elected or qualified.
1. President. The President shall:
(a) Preside at all Board meetings.
(b) Preside at all membership meetings.
(c) Appoint Ministry Teams in accordance with Section V.
(d) Be an ex-officio member of all Ministry Teams by virtue of the office, except the Board Development Team.
(e) Sign such papers and documents, upon proper authorization, as may be necessary.
(f) Be responsible for planning the Board orientation, retreats and workshops.
2. Vice President. The Vice President shall:
(a) Perform all duties of the President if the President is absent.
(b) Become President in case the office of the presidency becomes vacant. In such case, a new Vice President shall be elected from among the remaining Trustees to fill the remainder of the term.
3. Secretary. The Secretary shall:
(a) Keep, or cause to be kept, an accurate record of the minutes of all Board and membership meetings.
(b) Hold in custody and be responsible for all reports, contracts, agreements, minute books, and the corporate seal, which items shall be kept in the Ministry office at all times, or in such other depository as prescribed by the Board.
(c) Attend to all official business required by the Board.
(d) Give all notices as provided in the Bylaws or as required by law.
(e) Keep a register of the mailing address of each member, Trustee, officer, and employee of the Church.
(f) Perform all other duties incident to the office of Secretary or as assigned by the President or the Board.
4. Treasurer. The Treasurer shall:
(a) Be custodian of all monies, notes, securities and other valuables which may from time to time come into possession of this Ministry, and shall pay out, or cause to be paid out, funds authorized by the Board. See Section IV.C.3.
(b) Keep, or cause to be kept, a record of all financial transactions, and submit a monthly cash-basis financial report, which shall include a statement of assets and liabilities as of the end of each month and a statement of revenues and expenditures showing actual and budgeted amounts for each month, at each regular Board meeting. A summary of this report shall be made available to the membership not less than quarterly.
(c) The Treasurer shall establish and maintain adequate financial controls, subject to the approval of the Board of Directors.
(d) Submit a financial report, covering the last complete fiscal period, at the Annual Membership Meeting and Celebration.
(e) Submit a financial report to the Board regarding the Church’s books and records at the first regular meeting following receipt. See Section IV.C.3(o).
(f) Count, or cause to be counted by the appointment of qualified persons, all funds received. When counting ministry funds there should be at least two persons present.
(g) Place, or cause to be placed, the funds of this Ministry in the bank or other depository approved by the Board.
(h) Perform all other duties incident to the office of Treasurer or as assigned by the President or the Board.
Revised March 15, 2009 135. Absence or Removal. If any Officer of the Board is not present at any regular or special Board meeting, such office shall be filled temporarily by those attending. Any officer elected or appointed by the Board may be removed by the Board with good cause. The removal of an officer shall be without prejudice to the contract rights previously exercised by such officer, if any.
6. Signature Authority. All checks, drafts, and orders for the payment of money of the Church must, unless otherwise directed by the Board or required by law, be signed by two Trustees. All deeds, mortgages, and other written contracts and agreements to which the Church shall become a party, unless otherwise directed by the Board or required by law, shall be signed by either the President and/or the Senior Minister, and at least one other Trustee. The Board may at any time designate officers, employees or other members of the Church, other than those named above, who may sign any of such instruments in the name of the Church. The Board shall review such designations at least annually.
7. Advisory Trustees. The Board may, at its option, elect any number of advisory trustees, provided that at the time of such election, the Board prescribes the purpose and term for which such advisory trustee shall serve, which shall not extend beyond the next Annual Membership Meeting and Celebration. Each advisory trustee so elected shall be entitled to appropriate notice of each meeting of the Board at which business pertaining to such appointment is scheduled to be discussed. Each advisory trustee shall be entitled to make comments at all such meetings, but shall not be allowed to vote on any matter presented to the Board. The rights of advisory trustees shall not be construed to prevent the Board from acting by unanimous consent.
V. MINISTRY TEAMS – FORMATION.
“Ministry Teams” for any specific purpose, with the exception of the Board Development Team, shall be appointed by the Board President or the Senior Minister and ratified by a majority of the Trustees.
VI. OPEN RECORDS.
The accounting books and records, minutes of proceedings of the members, the Board and any Ministry Teams shall be open to inspection upon the written demand upon the Church by any voting member, Trustee or employee of the Church at any reasonable time for any proper purpose. Such inspection may be made in person or by agent, accountant or attorney, and the right of inspection includes the right to copy and make extracts. Members also shall have the right to inspect the original or copy of these Bylaws, as amended to date and kept at the Church's principal executive office, at all reasonable times for any proper purpose.
VII. SEAL; DISSOLUTION.
A. Description. The corporate seal of this Ministry shall include the name of the Ministry in a circle, which encloses the name of the city and date of incorporation.
B. Dissolution. Should the Board recommend by majority vote to dissolve the Church as a corporation, such dissolution shall be put to a vote of the members. The Church may be dissolved only by involuntary dissolution or at a membership meeting at which at least twenty-five percent of the members are present and only by the vote of at least seventy-five percent of those in attendance. Such vote in favor of dissolution shall specify the disposition of the assets of the Church. Should this Church dissolve as a corporation:
1. All property and funds remaining after the payment of the debts of the Church will be delivered to the AUC.
2. Such funds or property will be for the use and benefit of the AUC, as may be determined by the Board of the AUC, in alignment with current policies and procedures.
3. The AUC will make funds available for the re-establishment of a Unity ministry in Fort Worth, Texas in accordance with its current policies and procedures.
4. Should the AUC no longer exist, any assets remaining of this Church after dissolution will be disposed of by a court of competent jurisdiction of Tarrant County, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for purposes set out in Section 5.01(c) (3) of the Internal Revenue Code of 1954.
VIII. RULES OF ORDER - PARLIAMENTARY AUTHORITY.
The latest edition of Roberts Rules of Order shall be the authority of this Church on parliamentary law and its usage, unless otherwise provided by these Bylaws, and the Order of Business shall be followed at all meetings of the Ministry.
IX. BYLAWS AMENDMENTS – PROCEDURES.
Amendments to, or restatements of, these Bylaws may be proposed by a resolution passed by a majority of the Board or by a petition signed by 10 percent of the membership of the Church. Amendments to, or restatements of, these Bylaws must be made by members of this Church at a legally constituted membership meeting. Written notice setting forth the proposed amendments must be sent to all members at least 10 days, but not more than 60 days, prior to the membership meeting. An affirmative vote of the majority of the voting members present and voting shall be necessary to pass any amendment to these Bylaws. These Bylaws fully supersede all previous Bylaws adopted by Unity Church of Fort Worth.
Amended and adopted by the membership of the Church effective as of March 15, 2009.
