THE CONSTITUTION AND BYLAWS
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THE
CONSTITUTION AND BYLAWS
OF
ST. JOHN'S EVANGELICAL LUTHERAN CONGREGATION,
U.A.C.
Lombard, DuPage County, Illinois
[ Originally known as the “German Evangelical Lutheran St. John’s Congregation
of Lombard, DuPage County, Illinois” (Organized on May 23, 1893) and
subsequently also referred to as “The German Evangelical Lutheran St. John’s
Congregational at Lombard” and “Evangelical Lutheran St. John’s Church of
Lombard”. Successor corporation of “The Lombard German Evangelical
Lutheran School Society” (Organized in 1888) ]
These revised and amended Constitution and Bylaws have been prepared with reference to the
principles of Policy-based Governance, the former Constitution and Bylaws of St. John’s, the
constitutions and bylaws of Lutheran congregations who have successfully implemented similar
governance forms, and the guidelines of The Lutheran Church-Missouri Synod (LCMS). They
reflect the unique history and circumstances of St. John’s Lutheran Church and School, and a
forward look at what form of governance will best serve the mission and ministry needs in the
foreseeable future.
The Governance Change Team, January, 2012:
Karen Kautz Pastor Dan Wegrzyn
Larry Lay Chuck Wingard
John Walz, Chair
The Revised and Amended Constitution and Bylaws are:
Adopted by the Congregational Assembly on January 16, 2012
Approved by the Board of Directors of the Northern Illinois District, Lutheran Church-Missouri
Synod on April 16, 2012
Effective on July 1, 2012St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
Index
Page
Cover Page .......................................................................................................................................1
Index ................................................................................................................................................2
Constitution:
Preamble ..............................................................................................................................3
1.0 Name ....................................................................................................................................3
2.0 Confessional Standard .........................................................................................................3
3.0 Sovereignty of the Congregation and Synodical Affiliation................................................4
4.0 Membership and Church Discipline ....................................................................................4
5.0 Church Workers and Removal from Office .........................................................................5
6.0 Responsibilities of the Congregation ...................................................................................5
7.0 Separation and Property Rights ...........................................................................................7
8.0 Indemnification ....................................................................................................................7
9.0 Amendments ........................................................................................................................7
10.0 Bylaws..................................................................................................................................8
Bylaws:
1.0 Membership .........................................................................................................................9
2.0 Meetings of the Voters Assembly ......................................................................................12
3.0 Calling Pastors and Rostered Workers ..............................................................................12
4.0 Governing Board ................................................................................................................12
5.0 Election of the Governing Board .......................................................................................14
6.0 Officers of the Congregation .............................................................................................14
7.0 Pastoral Office ...................................................................................................................14
8.0 Indemnification ..................................................................................................................14
9.0 Changing the Bylaws .........................................................................................................15
Page 2 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
Constitution of
St. John’s Evangelical Lutheran Congregation, U.A.C.
Lombard, DuPage County, Illinois
PREAMBLE
It is the will of our Lord Jesus Christ that His Church be about the business of making disciples
(Matthew 28:19a). This is done by preaching the Gospel to all people (Mark 16:15), baptizing
them in the name of the Triune God and teaching them to obey all that our Lord has commanded
us (Matthew 28:19-20). Our mission is to EQUIP God’s family to EXTEND the church of
Christ to the World.
Because our purpose is to make disciples by means of the Word and Sacrament, we are
organized as a Christian congregation to aid and to encourage one another in carrying out this
mission. To this end it is our privilege and our duty:
• to gather regularly for public worship (Romans 10:17; 1 Corinthians 11:23-26;
Ephesians 4:4-6;),
• to study the Word of God for nurture and direction (John 8:31-32),
• to witness to others of Christ our Savior (Acts 1:8),
• to cultivate a growing fellowship with one another as Christ’s people (Acts 2:42;
Hebrews 10:24-25), and
• to serve the needs of people in Christian love (Ephesians 4:11-16; Matthew 25:34-
40).
Because Christians are to maintain decency and order in the Church, we therefore, a
congregation of Lutheran people in and near Lombard, Illinois, accept and subscribe to the
following Constitution and Bylaws, in accordance with which all spiritual and material affairs of
our congregation shall be governed.
1.0 NAME
The name of this Congregation shall be “St. John’s Evangelical Lutheran Congregation, U.A.C.
of Lombard, DuPage County, Illinois, hereinafter referred to as ‘the Congregation.’” In common
usage, the Congregation may be called “St. John’s Lutheran Church and School.”
2.0 CONFESSIONAL STANDARD
This congregation accepts all the canonical books of the Old and New Testaments as the inspired
and revealed Word of God, and all the Symbolical Books of the Evangelical Lutheran Church,
contained in the Book of Concord of the year 1580, as the correct presentation and true
exposition of Christian Doctrine drawn from the Holy Scriptures, namely:
• The Three Ecumenical Creeds – The Apostolic Creed, the Nicene Creed, and the
Athanasian Creed
• The Unaltered Augsburg Confession
• The Apology of the Augsburg Confession
Page 3 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
• The Smalcald Articles
• Luther’s Large Catechism
• Luther’s Small Catechism
• The Formula of Concord.
No doctrine or practice in conflict, or inconsistent, with the above norms of our faith and life
shall be taught or tolerated in the congregation.
3.0 SOVEREIGNTY OF THE CONGREGATION AND SYNODICAL AFFILIATION
3.1 This Congregation as a body shall be the supreme authority in the external and
internal administration of its affairs. Any right or duty, which may have been
delegated by the Congregation to an individual member or a group of members
within the Congregation, shall always be subject to revision by the Congregation.
3.2 This congregation shall be a member of The Lutheran Church-Missouri Synod as
long as the Synod conforms to the congregation's confessional standards as set
forth in Paragraph 2.0.
This congregation shall, to the best of its ability, collaborate with said Synod and
assist it in effecting all sound measures intended for the building up of the
Kingdom of God.
4.0 MEMBERSHIP AND CHURCH DISCIPLINE
4.1 Only such persons can become and remain members of this Congregation as:
4.1.1 are baptized;
4.1.2 accept the Bible as the only divine rule of faith and conduct;
4.1.3 are acquainted with and accept Luther's Small Catechism;
4.1.4 lead a Christian life and abstain from manifest works of the flesh (Gal. 5:
19-21);
4.1.5 attend divine services faithfully and partake of the Lord's Supper
frequently;
4.1.6 conform to the regulations already made, or still to be made, by this body,
provided they do not conflict with the Word of God; and
4.1.7 accept brotherly admonition when they have erred or given offense; and
are not members of any organization whose principles and conduct
conflict with the Word of God. (Matthew 10:32)
4.2 Manifest sinners shall be dealt with according to Matthew 18: 15-20. When
excommunicated persons repent of their sins and are willing to amend, they shall
be received again into membership, according to 2 Corinthians 2: 5-11.
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4.3 The rights and privileges of membership in the Congregation shall cease and
terminate in accordance with Bylaw 1.5 when a member:
4.3.1 is transferred to a sister congregation;
4.3.2 has left the Congregation without applying for a release or transfer;
4.3.3 has abandoned his/her membership or has excluded him/herself; or the
member
4.3.4 has been excommunicated by the Congregation in a Christian and lawful
manner.
5.0 CHURCH WORKERS AND REMOVAL FROM OFFICE
Only those pastors, school teachers, and other ministerial workers are eligible to serve this
Congregation who readily declare their adherence to the Congregation's confessional standards
as set forth in Paragraph 2.0 of this constitution, and who also pledge themselves to conduct their
office accordingly. The power to call, release, and depose ordained pastors, commissioned
school teachers, and other commissioned ministerial workers shall be vested in the Voting
Members of the Congregation as a whole and shall never be given to an individual or a minor
body or group within the Congregation.
5.1 The pastoral office shall be conferred only upon pastors or candidates who have
been endorsed by and are on the roster as ordained members of The Lutheran
Church-Missouri Synod.
5.2 Only those commissioned ministers shall receive a call who are qualified for the
work of the ministry to which they are called, and who have been endorsed by and
are on the roster as commissioned members of The Lutheran Church-Missouri
Synod.
Any worker, including pastors, teachers, and ministerial workers, may be removed or dismissed
from office in a Christian and lawful manner, according to the practices set in policies adopted
by the Governing Board. Valid and urgent causes for such removal or dismissal shall include,
but not be limited to: persistent adherence to false teaching, ungodly life, or persistent neglect of
official duties.
6.0 RESPONSIBILITIES OF THE CONGREGATION
6.1 Scriptural Authority. All activities of the Congregation shall be regulated, and
all controversies, doctrinal or otherwise, which may arise within the
Congregation, shall be resolved on the basis of Holy Scripture and the Lutheran
Confessions. Any decision made to the contrary shall be null and void.
6.2 The Congregational Forum. All confirmed members of the Congregation have
the responsibility to actively participate in Congregational Forums for discussion
and participation in information and feedback gathering methodologies for the
development of the strategic mission and ministry goals of the Congregation, and
other matters presented by the Governing Board for discussion.
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6.3 The Voters Assembly. The Voting Members of the Congregation have the sole
responsibility for:
• election of the at-large members of the Governing Board and two
members-at-large of the Nominating Team;
• adoption of an annual budget;
• calling and removal of called pastors, rostered school teachers, and
other rostered ministerial staff;
• purchase or sale of real property;
• incurrence of indebtedness secured by real estate or personal property
or unsecured indebtedness with a term of more than one year;
• approval of capital campaigns for construction or renovation of
facilities, purchase of property, or debt retirement;
• short-term borrowing that exceeds five (5) percent of the annual
budget;
• excommunication of members;
• amending the Constitution and Bylaws; and
• executing a merger or dissolution of the congregation.
All other responsibilities are delegated to the Governing Board.
Meetings of the Voters Assembly shall be held as determined in Bylaw 2.0.
6.4 The Governing Board. The Governing Board shall exercise all authority
delegated to it by the Voters Assembly and not reserved to the Voters Assembly
in Paragraph 6.3. The Governing Board may delegate its authority to such
officers, staff, and Action Teams in such manner as it shall deem fit and proper.
Such officers, staff, and Action Teams, however, shall have no authority beyond
that which has been conferred upon them; such conferred authority may be altered
or revoked by the Governing Board.
6.5 The Officers. The officers of the Congregation shall consist of the Chair, the
Vice-Chair, and the Secretary of the Governing Board, and the Treasurer
appointed by the Governing Board as provided in Bylaw 4.2.3. These officers
shall have no authority beyond that which has been conferred upon them;
whatever authority may have been delegated to them may at any time be altered
or revoked by the Governing Board.
6.6 The Elders. The Elders of the Congregation shall be appointed as provided for
in Bylaw 4.2.4. Their responsibilities shall consist of:
6.6.1 Concern for and care of the spiritual, emotional, and physical health and
wellbeing of the Senior Pastor and his family;
6.6.2 Resolution of disputes and disagreements between the Senior Pastor and
members of the Congregation, members of the Governing Board, or other
members of the staff;
Page 6 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
6.6.3 Resolution of disagreements on issues involving the confessional standard
as set forth in Paragraph 2.0 of this document; and
6.6.4 Along with the Senior Pastor, the orderly and proper discipline of those
members who have given public offense in doctrine or in life, observing
the order in which Christ has prescribed in Matthew 18: 15-20, seeking
resolution. In cases where resolution is not possible, bring the matter
before the Governing Board and, if considered necessary, the Voters
Assembly.
7.0 SEPARATION AND PROPERTY RIGHTS
If, at any time, a separation should take place within this Congregation, the advice of the officers
of District and Synod shall be sought. If, despite all efforts to reconcile differences in peace and
love, a division into factions of the Congregation shall occur, which God may graciously
prevent, all property and privileges connected therewith shall remain in the possession of those
members who adhere in confession and practice to Paragraphs 2, 3, 4, and 5 of this Constitution.
In the event the Congregation should totally disband, the property and all rights connected
therewith shall be distributed to the ministries of the Northern Illinois District of the Lutheran
Church-Missouri Synod and the ministries of the Lutheran Church-Missouri Synod.
8.0 INDEMNIFICATION
Indemnification of the officers, rostered workers, and employees of the Congregation shall be as
set forth in the Bylaws.
9.0 AMENDMENTS
9.1 Amendments to the provisions of this constitution may be considered at any
regularly scheduled or special meeting of the Governing Board, provided that the
proposed amendment has been submitted in writing to the Governing Board at
least seven (7) days before the meeting. If a majority of the Governing Board
present at such meeting shall vote in favor of the proposal, a copy of such
proposed amendment, and a summary of arguments for and against, shall be
communicated to all Voting Members at least two (2) weeks prior to the Voters
Assembly at which the same is to be acted upon. A three-fourths (3/4) majority
of the Voting Members present at such Voters Assembly, provided that a quorum
is present, shall be required for adoption of any such proposed amendment.
9.2 Amendments to Paragraphs 2.0, 3.0, 4.0, 5.0, 7.0, and 9.2 shall not destroy their
essential meaning.
9.3 Upon adoption, such amendment(s) shall, as a condition of continued membership
in The Lutheran Church-Missouri Synod, be submitted to the Committee on
Constitutions of the Northern Illinois District of the Lutheran Church – Missouri
Synod for approval in accordance with the bylaws of the Lutheran Church –
Page 7 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
Missouri Synod. Immediately upon approval of the Northern Illinois District’s
Board of Directors, such amendment shall become effective.
10.0 BYLAWS
The Congregation shall adopt such Bylaws as may be required for the accomplishment of its
Christian mission as stated in the Preamble. The Bylaws may be amended as provided therein.
Page 8 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
Bylaws of
St. John’s Evangelical Lutheran Congregation, U.A.C.
Lombard, DuPage County, Illinois
1.0 MEMBERSHIP
As members grow in their faith by the grace of God and the power of the Holy Spirit they will
realize that the privileges and responsibilities of membership in a Christian congregation include
the following according to their abilities:
• to give witness of their faith in word and deed;
• to encourage fellow Christians to be faithful disciples;
• to be responsible stewards of all the precious gifts bestowed by a gracious God;
• to seek opportunities to grow in their faith through Christian education;
• to use the educational agencies of the Congregation for the spiritual growth of
their children; and
• to act in Christian love and with respect toward our leaders, each other, and guests
in worship with us.
The membership of this Congregation includes baptized, communicant, confirmed, and voting
members. The process for admission of new members and termination of membership shall be
set in policies adopted by the Governing Board in accordance with the spirit of this constitution
and bylaws. The types and duties of membership are as follows:
1.1 Baptized members: Baptized members are all persons within this Congregation
who have been baptized in the name of the Triune God, whether children or
adults, and come under the pastoral care of this Congregation. It is expected of
all the baptized members that they:
• attend worship services faithfully and regularly;
• in due time, take courses of instruction in preparation for communicant
and confirmed membership in this Congregation. (Matthew 28:20a, 1
Corinthians 11:27);
• lead a Christian life as taught in Galatians 5:19-26;
• contribute, as God has blessed them, of their time, talents and treasure
toward the maintenance of this Congregation and the extension of the
church at large. (1 Corinthians 16:2);
• out of Christian love, submit to brotherly admonition, according to
Matthew 18, 15-20, when having erred or offended; and
• are not members of any organization whose principles and conduct
conflict with the Word of God. (Matthew 10:32)
Page 9 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
Baptized members shall be admitted into the Congregation:
1.1.1 By transfer from a member congregation of The Lutheran Church-
Missouri Synod.
1.1.2 By being baptized in this Congregation or coming under the pastoral care
of this Congregation.
1.2 Communicant members: Communicant members are all baptized members
within the Congregation who have received a course of instruction preparing them
to receive the Lord’s Supper. It is expected that they will partake of the Lord’s
Supper frequently as commanded by Christ. (Matthew 26:26-27)
1.3 Confirmed members: Confirmed members are all baptized persons within the
Congregation who have received a course of instruction in Christian doctrine. In
addition to the duties of baptized and communicant members, it is expected of all
confirmed members that they:
• accept all Canonical Books of the Old and New Testaments as the only
divine rule and standard of faith and life;
• are familiar with the doctrines of the Lutheran Church, as set forth in
Luther’s Small Catechism and declare acceptance of them;
• provide Christian training for themselves and their family; and
• submit willingly and cheerfully to the regulations already made or still
to be made by this Congregation, provided such regulations do not
conflict with the Word of God.
Confirmed members shall be admitted into the Congregation:
1.3.1 By transfer from a member congregation of The Lutheran Church-
Missouri Synod.
1.3.2 By confirmation in this Congregation.
1.3.3 By profession of faith by persons who have previously been confirmed as
a member of a Lutheran congregation, who meet membership
requirements as determined by the Senior Pastor.
1.4 Voting Members: All confirmed members 18 years of age or older are eligible
to become voting members of the Congregation by following the process set in
policies adopted by the Governing Board. It is expected that they will:
• seek to be informed of all matters of importance to the governance and
operation of the Congregation;
• attend Voters Assembly meetings and cast an informed vote on issues
presented; and
• support the actions and policies approved by the Congregation and the
Governing Board.
Page 10 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
1.4.1 A Voting Member who is unable to attend a Voters Assembly meeting,
may provide a designated proxy on a specific matter to one other Voting
Member according to the practice set in policies adopted by the Governing
Board.
1.5 Termination of Membership (release or dismissal) shall be:
1.5.1 By transferring to a member congregation of The Lutheran Church-
Missouri Synod or a church body in fellowship with The Lutheran
Church-Missouri Synod. A member in good standing requesting a transfer
to a member congregation of The Lutheran Church-Missouri Synod or a
church body in fellowship with The Lutheran Church-Missouri Synod
shall apply to the Senior Pastor who shall issue a letter of transfer and
report the action to the Governing Board.
1.5.2 By joining another church. In cases where a member has joined another
congregation outside our fellowship, the individual shall be considered as
having terminated membership, with or without requesting a release from
membership, as determined by the Senior Pastor and reported to the
Governing Board.
1.5.3 By abandonment. A member whose whereabouts are unknown for a
period of one year or longer and cannot be established may be removed by
the Senior Pastor and reported to the Governing Board.
1.5.4 By self-exclusion. A member who has been admonished according to
Matthew 18:15-20 and who is unwilling to participate in the spiritual life
of the Congregation, has thereby chosen self-exclusion. If the member
continues to be unwilling to participate in the spiritual life of the
Congregation, the member shall be recommended by the Senior Pastor and
Elders to the Voters Assembly for self-exclusion. A three fourths (3/4)
majority vote at a meeting of the Voters Assembly shall be required for
self-exclusion.
1.5.5 By excommunication. Any member who demonstrates un-Christian
conduct (adherence to false doctrine, unscriptural life, or neglect of the
Means of Grace) shall be admonished by the Senior Pastor and the Elders
according to Matthew 18:15-20. If the member refuses to amend a sinful
life after proper admonition, the member shall be recommended by the
Senior Pastor and the Elders to the Voters Assembly for
excommunication. A three fourths (3/4) majority vote at a meeting of the
Voters Assembly shall be required for excommunication.
Persons whose membership has been terminated have forfeited all rights of a member of this
Congregation and all claims upon the property of the Congregation as such or upon any part
thereof, as long as they have not been reinstated into membership.
Persons who have been excommunicated from membership for whatever reason shall be restored
with all rights and privileges when they repent and ask forgiveness through the Senior Pastor and
Page 11 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
the Elders. Both acts of discipline and restoration shall be made known to all confirmed
members by whatever method the Senior Pastor and the Elders deem most suitable.
2.0 MEETINGS OF THE VOTERS ASSEMBLY
2.1 Annual Meeting. The Annual Meeting of the Voters Assembly shall be held
each calendar year at such time and place as determined by the Governing Board
and announced at the worship services on the two weekends preceding the
meeting.
2.2 Special Meetings. Special meetings of the Voters Assembly may be called by the
Senior Pastor, the Chair, or by written request of at least twenty five (25) Voting
Members, to be held at such time and place as determined by the Governing
Board, but within one month from the call for a meeting, and announced at the
worship services on the two weekends preceding the meeting.
2.3 Eligibility to Vote. Only Voting Members of the Congregation are eligible to
vote at meetings of the Voters Assembly.
2.4 Quorum. Whenever a meeting of the Voters Assembly has been properly called,
the number of voting members of the Congregation present shall constitute a
quorum. All decisions shall be by majority vote of the voting members present
with the exception of the amendments of the Constitution, the removal of a Pastor
or Rostered Worker, the self-exclusion or excommunication of a member, and the
merger or dissolution of the church as a corporation, which shall be by three
fourths (3/4) majority vote of the voting members present.
2.5 Conduct of Meetings. All meetings of the Voters Assembly shall be conducted
in accordance with the Core Values set in policies adopted by the Governing
Board. The agenda shall be announced at the worship services on the two
weekends preceding the meeting and only business on the agenda shall be
conducted at the meeting. Robert’s Rules of Order shall be the parliamentary
authority.
3.0 CALLING PASTORS AND ROSTERED WORKERS
The Governing Board shall appoint an Action Team that will present one or more candidates to
the Voters Assembly for filling pastor, school teacher, and commissioned ministerial worker
staff positions.
4.0 GOVERNING BOARD
4.1 Membership. The Governing Board shall consist of seven (7) at-large members
and the Senior Pastor. The Senior Pastor shall be an ex-officio member without
vote. Officers of the Governing Board shall be Chair, Vice-Chair, and Secretary
Page 12 of 15St. John’s Lutheran Church and School, Lombard, Illinois Constitution and Bylaws
and shall be elected annually by the Governing Board from the at-large members
of the Governing Board.
4.2 Duties. The duties of the Governing Board shall be to:
4.2.1 hold a Congregational Forum at least three times each year to seek the
input and feedback of the members for the development of the strategic
mission and ministry of the Congregation;
4.2.2 establish the vision, direction, goals, and desired outcomes for the
Congregation expressed in written policies that shall be compiled and
organized in The Governing Board Policy Manual;
4.2.3 appoint a Treasurer, who shall be a Voting Member of the Congregation;
4.2.4 appoint three members of the Elders to serve with two members appointed
by the Senior Pastor. None of the Elders shall be members of the
Governing Board;
4.2.5 monitor the performance of the Senior Pastor in accordance with The
Governing Board Policy Manual; and
4.2.6 consider all matters pertaining to the general welfare of the Congregation
which are not delegated to staff.
4.3 Meetings. The Governing Board shall meet at least six (6) times per year at a
time and place determined by its Chair. The Senior Pastor, the Chair, or a
majority of Governing Board members may call special meetings of the
Governing Board by informing members of the time and place of such meeting at
least twenty-four (24) hours in advance. Members of the Team, if unable to
attend a meeting in person, may participate by teleconference so long as all
members are able to hear all other members in the meeting.
4.4 Quorum and Decisions. A majority of members of the Governing Board shall
constitute a quorum. Decisions of the Governing Board will be made by a simple
majority of those members present, except in the case of removal of a member of
the Governing Board which shall require a unanimous vote of the remaining
members of the Governing Board. The presiding Chair shall not vote except in
case of tie votes.
4.5 Action Teams. Since the Governing Board is not a task group, it shall appoint
through its Chair as many Action Teams as are necessary to accomplish its work.
(Additional Action Teams may be established by the Senior Pastor as necessary to
assist in accomplishing the work of the Congregation.)
4.5.1 School Oversight Team. A School Oversight Team will be appointed to
provide oversight of St. John’s Lutheran School and advise the Board on
policies relating to the operation of the school. The Principal and Senior
Pastor will be ex-officio members of the Team.
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5.0 ELECTION OF THE GOVERNING BOARD
5.1 Nominations. The Nominating Team shall consist of the Vice-Chair, one other
member of the Governing Board, and two members-at-large elected by the Voters
Assembly. The Senior Pastor shall serve as an ex officio member, without vote,
of this team. Suggestions for nominations may be made by members of the
Congregation prior to the publishing of the slate by following the practice set in
policies adopted by the Governing Board. The Nominating Team shall announce
the slate at the worship services on the two weekends preceding the meeting. No
person may be nominated without his/her consent or whose qualifications do not
comply with Paragraph 1.4 of the Bylaws.
5.2 Elections. The members of the Governing Board shall be elected by the Voters
Assembly at its Annual Meeting and shall assume their respective duties on the
first day of the month following their installation at a public worship service, or as
otherwise determined by the Voters Assembly.
5.3 Terms of Office. Terms of office shall be for three years. Two or three members
of the Governing Board shall be elected every year. No member of the Governing
Board may serve more than six (6) consecutive years.
5.4 Vacancies. In the event of a vacancy on the Governing Board, the position will
remain vacant if there are fewer than four months remaining before the next
Voters Assembly meeting. If there are more than four months remaining, the
Chair will call a Special meeting of the Voters Assembly for the purpose of
electing a replacement from nominations submitted by the Nominating Team.
6.0 OFFICERS OF THE CONGREGATION
The responsibilities of the Chair, the Vice-Chair, the Secretary, and the Treasurer shall be those
normally associated with these positions, including legal officers of the Congregation, and shall
be in accordance with the specifics stated in The Governing Board Policy Manual.
7.0 PASTORAL OFFICE
The Pastoral Office is the authority conferred upon Pastors by God through a call of the
Congregation, to exercise in public office the common rights of the spiritual priesthood on behalf
of all. The Senior Pastor is the overseer of the office of the public ministry in the Congregation
and shall serve in a supervisory capacity for all other called, ministerial, supporting, and
volunteer positions within the Congregation, either directly or by delegation.
8.0 INDEMNIFICATION
8.1 The Congregation shall indemnify any and all persons, their heirs, administrators,
successors and assigns that may have, currently are, or in the future become
officers and Governing Board members, as set forth in these by-laws. They shall
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be indemnified for all expenses, including amounts paid upon judgments, counsel
fees and amounts paid in settlements, actually and necessarily incurred by such
person in connection with the defense or settlement of any claim, action, suit or
proceeding which may be asserted against them or any of them by reason of being
or having been an officer or Governing Board member as defined by these by-
laws. Except, that the Congregation shall not indemnify any such current or
former officer or Governing Board member if judged in any action, suit or
proceeding to be liable for his/her own negligence or misconduct in the
performance of his/her duties.
8.2 This indemnification is provided only to the extent any insurance will ultimately
pay the costs or reimburse the Congregation. If the insurance will pay or
reimburse subject to the Congregation first paying or reimbursing any officer or
Governing Board member, it shall then be the responsibility of the Senior Pastor,
with the authorization of the Governing Board, to borrow or otherwise arrange for
sufficient funds to first pay the officer or Governing Board member. Subsequent
reimbursement will be exclusively for the benefit of the Congregation.
8.3 If the insurance company refuses to honor its legal commitment, such officer or
Governing Board member may on his/her own behalf or on behalf of the
Congregation, initiate legal action or such other measures to compel the insurance
company to honor the contract. If such legal action is on behalf of the officer or
Governing Board member, then all damages shall go to such officer or Governing
Board member. Otherwise, all damages will go to the Congregation. If such
action is on behalf of the Congregation, the Congregation shall first pay or
reimburse such officer or Governing Board member to the extent of actual
incurred costs.
9.0 CHANGING THE BYLAWS
These amended and restated bylaws may be further amended by majority vote of the Voting
Members present at the Annual or special meeting of the Voters Assembly. Amendments
proposed by the Governing Board shall be communicated to all Voting Members at least two (2)
weeks prior to the Voters Assembly at which the same is to be acted upon.
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