Constitution and By-Laws
Our Constitution and By-Laws will provide more information on how our church is structured and how we relate to the governing authorities that have been placed over us.
I. Article I – Name
The name of this part of the spiritual body of the Lord Jesus Christ shall be
Grace Community Church of East Tennessee
II. Article II – Purpose
A. Statement of Purpose
To be a part of the family of God that brings glory and pleasure to our Heavenly
Father through obedience to our Lord Jesus Christ in the power of the Holy
Spirit.
B. Objectives to Accomplish our Purpose
- Worship - To promote, encourage, and strive after worship of
God our Father and His son our Lord Jesus Christ with all or our heart, soul,
mind and strength.
- Teaching - To teach and preach the whole council of God as
revealed to us in the Holy Scriptures: that the pride of man might be humbled
and the grace of God in salvation might be exalted to the praise of His glory,
and that genuine holiness in heart and life might be promoted.
- Discipleship - To nurture those entrusted to our care that we
may each attain to the unity of the faith and of the knowledge of the Son of
God, to a mature man, to the measure of the stature that belongs to the fullness
of Christ.
- Holiness - To pursue holiness in our personal lives, in our
families, in this part of the Lord’s body, trusting the Holy Spirit to conform
us to the image of our Lord Jesus Christ
- Service - To reach out to our body, our community, our nation,
and the world in acts of service that will demonstrate the love of Christ, and
to promote this service in such a way that all members have the opportunity to
serve Christ according to their measure of giftedness.
- Evangelism - To share the unsearchable riches of our Lord Jesus
Christ individually, in our community, in our nation, and in the world.
- Submission - To subject ourselves to such spiritual authority
that may be placed by the Holy Spirit over us and to submit to one another in
the fear of Christ.
- Prayer - To commit ourselves to prayer, both personal and
corporate, trusting the Holy Spirit to intercede for us and to guide us into all
truth. Personal, family, and corporate
III. Statement of Faith
The Holy Scriptures, both Old and New Testaments, are the inspired, infallible,
inerrant Word of God in the original manuscripts. They are the revelation of
God’s will for man, being the divine and final authority for all Christian
knowledge and obedience in the faith.
The doctrine of Grace Community Church is according to the Statement of Faith
which is a modification of the “Abstract of Principles” found in “Systematic
Theology” by James Boyce (see the document containing the full Statement of
Faith).
IV. Leadership and Organization
A. Definition
Under the authority of Jesus Christ and the Word of God, The Council of Elders,
the Deacons and the Congregation work together to see that the church
accomplishes the work to which God has called her. The governance of the church
is undertaken through the selection of a Council of Elders who exercise final
authority according to the mandates of 1 Peter 5:1-3. This involves a commitment
to communication with the congregation and mutual accountability. In light of
this accountability, the vote of the membership of this Church at a properly
called meeting, as provided in the statement on Church Government below, shall
be required to effect the following actions:
- Approve any transactions regarding real property.
- Adopt, amend, or repeal the Constitution or By-Laws of this church.
- Approve the call of Vocational Pastors and Ministers.
At the Elders discretion a vote of affirmation will be solicited for the annual
budget or for large non-budgeted expenditures.
B. Offices of the Church
The offices of the Church shall be Elder and Deacon. The purpose of the officers
of the Church is to lovingly govern, care for, and equip the membership to do
the work of the ministry.
C. Function of Elders
The leadership of the Church shall be vested in the Council of Elders who are
responsible for governing the Church, teaching the Word and shepherding the
flock of God in this Church. The Elders shall be equal in authority but may be
specialized in function.
D. Function of Deacons
Deacons shall assist the Council of Elders by performing services of advice,
benevolence, administration, and implementation.
V. Church Government
A. General Statement
- Officers - The Officers of the Church shall be a Council
of Elders and the Deacons. All officers of the Church shall be members of the
Church in good and regular standing. The Council of Elders shall be composed of
men, the Deacons shall also be men. Except as provided for in (2) below, the
Council of Elders is the only governing body and Deacons are the only additional
officers provided for in this document.
- Ministries and Appointees - The Council of Elders has the
authority to create ministries and positions to which it may delegate any
specified aspect of its responsibility. The Council of Elders has the authority
to dissolve any ministry or position which it created. The Council of Elders
also has the authority to appoint Elders, Deacons or other members of the Church
to serve as members of such ministries and to act as its agents in such
positions. Individual Deacons may nominate candidates for any ministry or
position, with appointment by the Council of Elders. The Council of Elders may
delegate to the individual Deacons the authority to appoint Deacons or other
members of the Church to serve as members of such ministries and as agents of
the Council of Elders in such positions. Every ministry shall have a
chairperson, responsible for the overall operation of the ministry who shall be
appointed by the Council of Elders. The Council of Elders may delegate the
responsibility for selecting the chairperson to an individual Deacon or to the
ministry.
B. Vocational Pastors and Ministers
- Definition - Vocational Pastors are the ordained Elders of the
church, who in response to God's call, have devoted their vocational lives to
the ministry of the Word and prayer in the service of the church of Christ.
Vocational Ministers are the non-ordained ministers of the church who, in
response to God's call, serve the church of Christ as their primary vocation.
Both Vocational Pastors and Vocational Ministers are supported financially by
the church in return for their vocational labors.
- Duties - In addition to the duties of their office as described
in Sections 4 and 5 below, Vocational Pastors and Ministers shall perform the
duties determined by the Council of Elders. The duties shall be in writing at
the time of the call to service. The church's call of a Vocational Pastor is a
call to the Eldership of the church. Therefore Vocational Pastors shall be
members of the Council of Elders and have all the Biblical qualifications of an
Elder. Vocational Ministers are not necessarily called to the Eldership, but as
assisting partners in the ministry. Vocational Ministers may, when appropriate,
be called by the church to the Council of Elders or to the office of Deacon.
- Vocational Call by the Church - The members shall call
Vocational Pastors and Ministers (1) upon recommendation of the Council of
Elders and (2) by at least a two-thirds majority of those members voting at the
meeting with at least thirty percent (30%) of the membership of the Church
present. Oral notice of any such meeting, stating its object, shall be given
from the pulpit on the next two successive Sundays preceding the meeting.
C. Non-Vocational Officers
- Duties - Non-vocational Elders and Deacons shall have the
duties of their offices as described below.
- Calling - The Council of Elders shall recognize, interview,
investigate and appoint candidates for non-vocational Elder and Deacon. The
Council may provide for individual members of the Church either to nominate
candidates or to present themselves to the Council as candidates for office and
for the Council's further investigation.
The Council of Elders shall publish for the congregation a ballot of candidates
for calling as Elders or Deacons at least three weeks prior to appointing those
candidates to office. It is the responsibility of the congregation to evaluate
the candidates according to the qualifications of Elders and Deacons as found in
Titus 1:6-10 and 1 Timothy 3:1-13 and they are encouraged to contact the elders
if concerns arise.
After this three week period, and after all received input has been acted on by
the Council of Elders, the candidates for Elder or Deacon may be approved at any
regular or special meeting of the Council of Elders. The new officers will then
be presented to the church.
- Terms of Service - Non-vocational Elders and Deacons shall be
called according to the procedures described in section 2 above and shall serve
as long as they maintain biblical qualification for this office.
D. Termination of any Office
- Resignation - An officer may resign his office at any time if
he finds he is no longer able and willing to discharge the duties of the office.
- Grievance from Congregation - Where a grievance exists against
any officer either due to his preaching or teaching contrary to the beliefs of
the Church as set forth in the Statement of Faith or to alleged conduct on his
part in violation of specific Scriptural principles, such grievance may be
brought before the Council of Elders by any two members in good standing,
following the procedures laid out in Matthew 18 and 1 Timothy 5:19 (see Church
Discipline section). The Council of Elders must then determine if the grievance
will result in removal according to the guidelines in section 3 below.
- Removal by Council of Elders - Any Elder may be removed from
office at any regular or special meeting of the Council if he is found to be
physically or mentally incapacitated or spiritually unqualified (according to
pertinent Scripture, including 1 Timothy 3:1-7 and Titus 1:5-9), after thorough
corroborating investigation by the Elders (or a duly appointed Committee of the
Council, per Article V, Section 2 of these Bylaws, at the sole discretion of the
Council), in accord with the procedures prescribed by pertinent Scripture,
including Matthew 18:15-18 and 1 Timothy 5:19. When an Elder is removed because
of sin that is deemed sufficient to disqualify him from shepherding, and if he
refuses to repent from that sin, the removal shall be accompanied by a public
rebuke, and notice shall be made before the church and the congregation thereof
at a regularly-scheduled worship service as prescribed in 1 Timothy 5:20.
- Restoration - An officer who has been removed from office
through disciplinary action, yet remains within the church, may be eligible for
office under the following conditions:
- A waiting period as determined by the Council of Elders
- True repentance
has been clearly demonstrated
- The above process for the calling of an Elder
or Deacon is followed if and when it is determined that he again meets the
qualifications for office
E. Council of Elders
- Composition, Term, and Calling
- The Council of Elders shall be composed of men, both Non-vocational Elders and
Vocational Elders. The Council of Elders shall be composed of at least three
members, with the number of Elders at any time determined by the needs of the
ministry and by the call and qualification of men in the church. The number of
Vocation Elders on the Council may not exceed fifty percent.. Each Elder shall
be called by the Council of Elders to serve as long as they remain Biblically
qualified for the office.
- Qualifications - Elders and nominees for Elder shall
be qualified for the office as specified in the Bible. Relevant texts include I
Timothy 3:1-7, Titus 1:6-9 and I Peter 5:1-4. He shall be:
- Blameless as a
steward of God; above reproach (1 Timothy 3:2; Titus 1:6-7)
- Husband of one
wife; a one-woman man (1 Timothy 3:2; Titus 1:6)
- Temperate, sober, vigilant
(1 Timothy 3:2)
- Sober-minded, prudent (1 Timothy 3:2; Titus 1:8)
- Of good
behavior; orderly, respectable (1 Timothy 3:2)
- Given to hospitality (1
Timothy 3:2; Titus 1:8)
- Apt to teach; able to teach; he can exhort believers
and refute false teaching (1 Timothy 3:2; Titus 1:9)
- Not given to wine (1
Timothy 3:3; Titus 1:7)
- Not violent; not pugnacious (1 Timothy 3:3, Titus
1:7)
- Patient, moderate, forbearing, gentle (1 Timothy 3:3)
- Not a brawler;
uncontentious; not soon angry or quick-tempered (1 Timothy 3:3; Titus1:7)
- Not
covetous; not a lover of money; not greedy of base gain (1 Timothy 3:3, Titus
1:7)
- Rules well his own house; his children are faithful, not accused of
rebellion to God (1 Timothy 3:4; Titus 1:7)
- Not a novice; not a new convert
(1 Timothy 3:6)
- Has a good report or reputation with outsiders (1 Timothy
3:7)
- Not self-willed (Titus 1:7)
- A lover of good men and things (Titus
1:8)
- Just, fair (Titus 1:8)
- Holy, devout (Titus 1:8)
- Self-controlled
(Titus 1:8)
- Eager in his service (1 Peter 5:2)
- Not “lording it over” the
flock (1 Peter 5:3)}
- Elder Distinctives - Elders are also required to be in
agreement with the Grace Community Church Elder Distinctives. The Elder
Distinctives shall only be amended by a recommendation of the Council of Elders
to the church, following the same procedure to amend the By-Laws.
- Responsibilities - The fundamental responsibility of the Elders is to devote
themselves to prayer and the Word. The Elders are responsible for governing the
Church, teaching the Word and shepherding the flock of God in this Church.
The
responsibilities of the Elders shall include: examining prospective members and
acquainting them with the Statement of Faith and Church Covenant, overseeing the
process of Church discipline, examining prospective candidates for office,
scheduling and providing a moderator for business meetings, providing for
reporting and recording of official Church business, overseeing the work of the
Deacons and appointed church agents and ministries, conducting worship services,
administering the ordinances of the Gospel, equipping the membership of the
Church for the work of the ministry, teaching the whole counsel of God both
formally and informally, correcting error, overseeing, coordinating and
promoting the ministries of the Church, and mobilizing the Church for world
mission.
- Organization - The Council of Elders shall organize itself however it
determines to be best to achieve the mission of the Church. The Elders shall be
equal in authority but may be specialized in function. The Elders must meet at
least once per month. Meetings of the Elders may be held at any location and may
be conducted by means of electronic communication through which the Elders may
simultaneously hear each other. Unless the Council provides otherwise, meetings
of the Council may be held immediately upon notice. A quorum for meetings of the
Elders is defined as at least one-half of the Non-vocational Elders plus at
least one-half of the Vocational Elders, except for matters on which only
Non-vocational Elders are entitled to vote in which case a majority of the
Non-vocational Elders shall constitute a quorum. The Council shall annually
select its Chairman and Vice-Chairman from among its Non-vocational Elders.
- Decision making - Decisions shall be reached after prayerful consideration by
unanimous vote in a spirit of humility, with each Elder regarding one another
before himself. If, after a specified period of time, one member of the council
holds a dissenting view from the other members, he will be asked to graciously
yield to the decision of the other Council members.
F. Deacons
- Composition,
Term, and Calling - The Deacons shall be men. The number of Deacons shall be
determined by the needs of the ministry and by the call and qualification of men
in the church. Each Deacon shall be called by the Council of Elders as described
in Section C above and shall serve for as long as they remain biblically
qualified for the office.
- Qualifications - Deacons and nominees for Deacon
shall be qualified for the office as specified in the Bible. Relevant texts
include I Timothy 3:8-12. These qualifications are the same as those for elders
except that a deacon need not be gifted to teach. There must also be a period of
testing as prescribed by the Council of Elders.
- Responsibilities - The Deacons
shall advise and be ready to assist the Elders in any service that shall support
and promote the ministry of the Word, new and existing ministries of the Church,
and the care for the members of the congregation. Their responsibilities may
include:
- Administering a fund to assist the poor and needy and otherwise
providing aid in times of crisis or distress;
- The greeting and welcoming
ministries of the church;
- Assisting in administering the ordinances of the
Gospel;
- Assisting at fellowship gatherings of the church;
- Caring for and
maintaining the Church properties;
- Administering the business affairs of the
Church that pertain to its material assets.
G. Licensing, Ordination, and
Commissioning
- Ordination - Ordination refers to the unanimous recognition by
the Council of Elders of a man’s call to the ministry, preparation as a
shepherd, and qualification to serve. Ordination shall be conferred for life, so
long as the man continues to manifest the qualifications of the elder.
- Licensing - The license is issued by the Council of Elders and is given in
recognition of a man’s call to that ministry. Its aim is to allow a man to
perform the ecclesiastical duties and functions of the church. Licenses are
issued for life, so long as a man continues to manifest the qualifications of
the office.
- Commissioning - When local-church certification is required for
ministry where ordination would be unnecessary or inappropriate, as in the case
of deacons, a person is commissioned by the Council of Elders to minister. This
authorization continues as long as the opportunity to minister remains in effect
and as long as the person maintains the qualifications for ministry.
- Procedure - In the matter of licensing or ordaining any person to the Gospel
Ministry, the church shall follow, as far as possible, the following process
- A period of testing as determined and defined by the Council of Elders
- A
public commissioning service which includes prayer and the laying on of hands by
the current members of the Council of Elders
VI. Teachers
Those who teach at GCC
must be members in good standing who consent in writing to submit to and be
bound by the Constitution, Statement of Faith, Elder Distinctives, and
leadership of GCC. All teachers must be approved by the Elder Council or its
designee. Visitors must agree not to teach against the doctrinal statement
VII.
Church Membership
A. Active Membership
Persons desiring to unite with this
church by profession of a personal faith in Jesus Christ as Savior and Lord
shall be examined as to their Christian faith and experience by at least two
members of the Council of Elders or a duly appointed committee. Membership
requirements are:
- Believer’s Baptism
- Completion of the membership class
- Submission to the GCC Statement of Faith and Constitution
B. Denial of
Membership
If, upon review of an application for membership, after meeting with
a prospective member, or after a concern raised by a member (as designated in
section C below) the Council of Elders determines that the applicant does not
credibly confess Jesus Christ as his or her Lord and Savior, or that there is a
lack of evidence of a godly lifestyle, membership shall be denied. The decision
made by the Council shall be final and there shall be no appeal to any court
from that decision.
C. Admission of Applicants
Applicants admitted to membership
shall, if possible, present themselves at a worship service, or business
meeting, or meeting designated by the Council of Elders, at which service such
applicants shall proclaim their testimony. After this public testimony the names
of the applicants shall be published in the bulletin for at least two weeks,
during which time members are encouraged to bring any concerns they may have to
the attention of a member of the Council of Elders. If, after this period, there
are no unresolved concerns, then the applicants will be asked to publicly commit
to upholding the covenant of Grace Community Church and be acknowledged as
members.
D. Responsibilities of Members
The members of the church shall be
responsible for faithful support of the body of Christ, the church (2 Cor
9:6-15, Heb 10:24-25), for submission to leadership (Heb 13:17, 1 Pet 5:5) and
for the exercise of their spiritual gifts in support and encouragement of one
another (Gal 6:2, Col 3:12-17).
E. Voting Privileges
Membership in this church
shall not vest in any member any proprietary rights in the Corporation, but
shall only entitle the member to vote at a meeting of the members on those
matters that the Council of Elders chooses to submit to the church membership
for affirmation. In such cases, voting privileges are restricted to members who
are in good standing, who are not under any disciplinary action, and who have
passed their eighteenth (18) birthday. Membership shall not be assignable inter
vivos by any member nor shall membership vest to any personal representative,
heir, or devisee.
F. Inactive members
A member shall be declared inactive if for
at least six months they have failed to regularly attend services of this church
and have not, after having been contacted, given satisfactory explanation of
such absence. Inactive members shall have no right to hold church office.
Inactive members may be dropped from the membership at the discretion of the
Council of Elders.
G. Termination of membership
Membership may be terminated for
the following reasons
- Voluntary termination at the request of any member in
good standing. No member may withdraw his/her membership during the process of
church discipline of that member as set forth in Article IX.
- Involuntary
termination as a result of church discipline as described in Article IX or due
to being inactive according to section F above.
VIII. Meetings
A. Business
meetings
Notice shall be given during the worship service on at least two
consecutive Sunday morning services prior to the business meeting. Business
meetings shall be called for member input. A business meeting shall be called to
review any item for which the members of the church must vote as designated in
Article IV, Section A.
B. Voting
The privilege to vote is restricted to active
members of this church 18 years of age and older. The Council of Elders shall
determine the method of voting. Unless stated otherwise in this Constitution, a
two thirds majority is required for the adoption of any resolution or motion or
any item designated under Article V for congregational approval.
IX. Church
Discipline
A. Purpose
The threefold purpose of church discipline is to
- Glorify God by maintaining purity in the local church (1 Corinthians 5:6).
- Edify believers by deterring sin (1 Timothy 5:20).
- Promote the spiritual
welfare and restoration of the offending believer by calling him or her to
return to a biblical standard of doctrine and conduct (Galatians 6:1).
B.
Subjects
Members of this church and all other professing Christians who
regularly attend or fellowship with this church who substantially, consistently,
err in major point of doctrine, or who unrepentantly, engage in conduct that
violates Scripture as determined by the Council of Elders, shall be subject to
church discipline, including dismissal according to Matthew 18:15-18.General
Procedure
- Step One - It shall be the duty of any member of this church who has
knowledge of the erring individual’s heresy or unrepentant sin to warn and
correct such erring individual in private, seeking his or her repentance and
restoration.
- Step Two - If the erring individual does not heed this warning,
the warning member shall again go to then the erring individual, seeking his or
her repentance, but accompanied by one or two individuals who shall confirm that
the sin has occurred or is continuing to occur, and/or that the erring
individual has been appropriately confronted and has refused to repent. The
first and second warnings may occur with no specified time interval.
- Step
Three - If the erring individual still refuses to heed this warning, then it shall
be brought to the attention of the Council of Elders, if the elders
determine—after thorough investigation in accord with the procedures prescribed
by pertinent Scripture, including Matthew 18:15-18 and 1 Timothy 5:19—that there
is corroborating evidence that the erring individual has sinned or is continuing
to sin, that he or she has been appropriately confronted, and that he or she has
refused to repent, then the Elders shall inform the church and the congregation
thereof at a regularly scheduled worship service in order that the church may
call the erring individual to repentance. If the erring individual demonstrates
repentance, then notice to that effect may be given at a regularly scheduled
worship service.
- Step Four - If, however, the erring individual does not repent
in response to the church in its collective call to repentance, then he or she
shall be publicly dismissed from the fellowship and/or membership of the church
and the congregation thereof at a regularly scheduled worship service.
- Restoration - If the erring individual, after such dismissal, heeds the warning,
demonstrates repentance, and requests reinstatement before the Council of Elders
then he or she shall be publicly restored to all the rights, duties, privileges,
and responsibilities of fellowship and/or membership.
- Ministry
responsibilities - Protection of the flock as well as each individual will always
be carefully considered by the Elders. Removal of the believer subject to church
discipline from ministry responsibilities will be by the decision of the Elders,
and will always be necessary whenever a public confrontation is required. After
restoration of fellowship for this believer, time to restore trust and
credibility (1 Tim 3:7) with opportunities to serve and to be proven (1 Timothy
5:22-25) will be provided before resumption of ministry responsibilities.
C.
Special Procedure
Notwithstanding the discussion in Section C, the elders in the
exercise of their discretion may proceed directly to the third stage of church
discipline, (i.e. the informing of the church and the congregation thereof at a
regularly scheduled worship service in order that the church may call the erring
individual to repentance) or to the fourth stage of church discipline, (i.e. the
dismissal from the fellowship and/or membership of the church) when one or more
of the following have occurred:
- Public offense - Where the transgression and
the refusal to repent have been public, i.e. openly and to the offense of the
whole Church (1 Cor. 5:1-5)1;
- False doctrine - Where the disciplined party has
taught or otherwise disseminated doctrine deemed false or erroneous by the
elders, then chosen to disregard the direction and reproof of the elders (Romans
16:17).
- Factious conduct - Where the disciplined party has been warned twice to
cease from factious and divisive conduct and has chosen to disregard that
warning (Titus 3:10-11).
D. Response to Discipline
The members of this church,
and all other professing Christians who regularly attend or fellowship with this
church, agree that there shall be no appeal to any court because of the
dismissal or because of public statements to the congregation at the third or
fourth stages of church discipline. Members who are under discipline by the
church, as defined in the previous paragraphs, forfeit and waive the right to
resign from this church. Resignations from membership are possible only by
members who are in good standing and who are not under any disciplinary action.
E. Restriction from premises
Separate and apart from the process of church
discipline, but subject to the discretion and approval of the elders (or a duly
constituted subcommittee thereof), a member, non-member regular attender, or
other individual may be notified that he or she is not to be present upon church
premises for such a period of time as is deemed necessary for the safety and
well-being of others on church premises. Such required absence may, but need
not, be concurrent with church discipline of that person.
F. Removal from
membership
Separate and apart from the process of church discipline, but subject
to the discretion and approval of the elders (or a duly constituted subcommittee
thereof), the names of any members who have not attended a worship service,
Sunday School class session or Fellowship meeting at Grace Community Church for
a period of six months or longer may be removed from the membership roll.
X.
Corporate Membership
The corporation shall have no members as that term is used
in the Tennessee Non-Profit Corporation Act.
XI. Corporate Board of Directors
(Elders)
A. Powers
The affairs of the corporation shall be managed by its Board
of Directors which shall be identical with the Council of Elders and shall be
referred to as the Council of Elders hereinafter. Elders need not reside in
Tennessee.
B. Number, Tenure, and Qualifications
The number of Elders shall be
no less than three (3). In the event the Council of Elders falls below the
number three (3) the remaining Elders are authorized to appoint such men from
the active Deacons to temporarily serve with the Elders until qualified men are
approved as Elders. The duration of the terms of service of the Council of
Elders shall be as set forth in Article V above.
C. Meetings
Meetings of the
Council of Elders may be called by or at the request of the Chairman of the
Council of Elders or the majority of the Elder Council. The place and time of
the meeting shall be specified in the notice of such meeting.
D. Notice
Notice
of any meeting of the Council of Elders shall be given at least one day prior
thereto by oral or written notice to each Elder. Regular meetings shall be held
without notice to any Elder at the time and place for such regular meeting as is
from time to time designated by the Council of Elders.
E. Manner of Acting
The
unanimous act of the Elders present at a meeting in which a quorum is
participating by either personal presence or electronic medium shall be the act
of the Council of Elders, unless the act of a greater numbers is required by law
or by these bylaws. Two thirds of the members of the Council of Elders shall
constitute a quorum.
F. Vacancies
Any vacancy occurring in the Council of Elders
and any Eldership to be filled by reason of an increase of the Council of Elders
shall be filled according to the provisions of Article V above.
G. Compensation
Non-Pastoral Staff Elders shall not receive any stated salaries for their
services.
H. Informal Action by Elders
Any action required by law to be taken at
a meeting of the Elders may be taken without a meeting if a consent in writing
setting for the action so taken is signed by all the Elders.
I. Removal
Elders
may be removed by the Council of Elders in accordance with the stipulations of
Article V above.
XII. Officers of the Corporation
A. Officers
The officers of
the Corporation shall be a Chairman, a Vice-Chairman, a Secretary, and a
Treasurer. The Corporation may also have, at the discretion of the Council of
Elders, other officers as are deemed necessary and to have the authority and
person the duties described, from time to time, by the Council of Elders.
B.
Election and Term of Office
The officers of the corporation shall be elected
annually by the Council of Elders at a regular meeting of the Council of Elders.
Provided, however, that the duration and terms of the officers as may be elected
by the Council of Elders shall be for one year. Provided, further, that all
incumbent officers shall be deemed to have been re-elected to successive terms
of similar duration in the absence of an election appropriately held. New
offices may be created and filled at any meeting of the Council of Elders.
C.
Removal
Any officer elected or appointed by the council of elders may be removed
by the Council of Elders whenever in its judgment the best interests of the
corporation would be served hereby, but such removal shall be without prejudice
to the contractual rights, if any, of the officer so removed.
D. Vacancies
A
vacancy in any office because of death, resignation, disqualification or
otherwise, may be filled by the Elders for the unexpired portion of the term.
E.
Chairman
The Chairman shall be the Chief Executive Officer of the Corporation
and shall, subject to the control of the Council of Elders, have general
supervision, direction, and control of the activities and officers of the
Corporation. He shall preside at all meetings of the Council of Elders, which
are to be conducted according to the scriptural principles such as set forth in
Philippians 2:2-8. He shall be an ex officio member of all the standing
committees, if any, and shall have powers and duties as may be prescribed by the
Council of Elders or the Bylaws.
F. Secretary
The Secretary shall keep, or cause
to be kept, a book of minutes at the principal office or such other place as the
Council of Elders may order, of all meetings of the members, the Council and its
committees, with the time and place of holding, whether regular or special, and
if special, how authorized, the notice thereof given, the names of those present
at the meetings, the Council and committees’ meetings, and the proceedings
thereof.
The Secretary shall keep, or cause to be kept, at the principal office
in the State of Tennessee the original and a copy of the Corporation’s Articles
and Bylaws, as amended to date. The Secretary shall give, or cause to be given,
notice of all meetings of the Council and any committees thereof required by
these Bylaws or by law to be given, shall keep the seal of the Corporation in
safe custody, and shall have such other powers and perform such other duties as
prescribed by the Council.
The Secretary shall keep, or cause to be kept at the
principal office of the Corporation, a church membership register, or a
duplicated membership register, showing the names of the members and their
addresses.
G. Treasurer
The Treasurer shall ensure the stewardship of the
physical and financial resources of the Corporation, “taking precaution that no
one should discredit us in our administration…for we have regard for what is
honorable, not only in the sight of the Lord, but also in the sight of men” (2
Corinthians 8:20-21). He shall select “men of good reputation, full of the
Spirit and of wisdom” (Acts 6:3) to implement and accomplish this
responsibility.
The Treasurer shall keep and maintain, or cause to be kept and
maintained, adequate and correct accounts of the properties and business
transactions of the Corporation or his agent or attorney.
The Treasurer shall
deposit, or cause to be deposited, all monies and other valuables in the name
and to the credit of the Corporation with such depositories as may be designated
by the Council of Elders. He shall disburse, or cause to be disbursed, the funds
of the Corporation as may be ordered by the Council of Elders, shall render, or
cause to be rendered, to the Chairman and the Elders, whenever they request it,
an account of all the transactions and of the financial condition of the
Corporation, and shall have such other powers and perform such other duties as
may be prescribed by the Council of Elders. He shall make, or cause to be made,
the financial reports at each regular Council meeting and at the annual meeting
of members.
XIII. Committees
The Council of Elders, by resolution adopted by a
majority of the Elders in office, may designate and appoint one or more
committees, each of which shall consist of two or more Elders, which committees,
to the extent provided in said resolution shall have and exercise the authority
of the Council of Elders in the management of the corporation. However, no such
committee shall have the authority of the Council of Elders in reference to
amending, altering, or repealing the bylaws; electing, appointing or removing
any member of any such committee or any Elder or officer of the corporation;
amending the articles of incorporation; adopting a plan of merger or adopting a
plan of consolidation with another corporation; authorizing the voluntary
dissolution of the corporation or revoking proceedings therefore; adopting a
plan for the distribution of the assets of the corporation; or amending,
altering, or repealing any resolution of the Council of Elders which by its
terms provides that it shall not be amended, altered, or repealed by such
committee and the delegation thereto of authority shall not operate to relieve
the Council of Elders, or any individual Elder of any responsibility imposed on
it or him by law.
XIV. Contracts, Checks, Deposits, and Funds
A. Contracts
The
Council of Elders may authorize any officer or officers, agent or agents of the
corporation, in addition to the officers so authorized by these bylaws, to enter
into any contract or execute and deliver any instrument in the name of and on
behalf of the corporation. Such authority may be general or confined to specific
instances.
B. Checks and Drafts
All checks, drafts, or orders for the payment of
money, notes, or other evidences of indebtedness issued in the name of the
corporation shall be signed by such officer or officers, agent or agents of the
corporation and in such manner as shall from time to time be determined by the
Council of Elders. In the absence of such determination by the Council of
Elders, such instruments shall be signed by the Treasurer.
C. Deposits
All funds
of the corporation shall be deposited from time to time to the credit of the
corporation in such banks, trust companies, or other depositories as the Council
of Elders may select.
D. Gifts
The Council of Elders may accept on behalf of the
corporation any contribution, gift, bequest, or devise for the general purposes
or for any special purpose of the corporation.
XV. Books and Records
The
corporation shall keep correct and complete books and records of account and
shall also keep minutes of the proceedings of its Council of Elders and
committees having any of the authority of the Council of Elders, and shall keep
at the registered or principal office a record giving the names and addresses of
the elders. All books and records of the corporation may be inspected by any
elder or his agent or attorney for any proper purpose at any reasonable time.