ARTICLE I Identification
Section 1.01 – STATEMENT OF PURPOSE
The purpose of Unity Center of Christianity, Mills River, N.C. a corporation of the State of North Carolina, (hereafter referred to in these Bylaws as Unity Center in Mills River) is to teach the Truth of Jesus Christ as interpreted by Unity School of Christianity, Unity Village, Missouri, and approved by the Association of Unity Churches, hereinafter referred to as AUC, a non-profit corporation organized and existing under the laws of the State of Georgia, with headquarters at Unity Village, Missouri. In the accomplishment of this purpose Mills River Unity shall endeavor to conduct services of worship, classes of instruction, and adopt other means that in the judgment of the Minister will further the principles of practical Christianity among mankind.
Section 1.02 - AUC MEMBERSHIP AND RESPONSIBLITIES
Mills River Unity is a member of AUC. The operation and conduct of this ministry shall comply with the regulations and policies of AUC as outlined in the AUC Bylaws, insofar as they do not conflict with the laws of the State of North Carolina.
(a) Leadership. This Ministry shall have as its leader an ordained Unity Minister.
(b) Teaching. The principles of practical Christianity shall be taught through this Ministry using methods textbooks, and other literature and materials which in the judgment of the Minister meet Unity standards.
(c) Mailings. Copies of all substantive printed matter mailed by this Ministry to its Membership shall be sent to the office of the Executive Director of AUC.
(d) Reports. As Administrative Director of this Ministry, the Minister shall make annual reports to AUC on forms supplied by AUC.
ARTICLE II Membership
Section 2.01 - QUALIFICATIONS
A member of Mills River Unity shall endeavor to live in accord with the Jesus Christ principles of Love and Truth as taught by Unity. He shall further the work of this ministry through his interest, love and support.
Section 2.02 – ELECTION OF MEMBERS
Anyone desiring membership in Unity Center in Mills River shall file an Application for Membership card with the Ministry office. This application shall be presented to the Board of Directors at its next regular meeting. Upon a majority affirmative vote of the Directors present and voting, the applicant shall become a member and shall be notified accordingly by the Board. All Staff members and licensed Unity teachers are considered members of this Ministry.
Section 2.03 – TERMS OF MEMBERSHIP
(a) Tenure. A member shall retain membership until it is voluntarily severed, or as long as his ideas and conduct are in accord with the qualifications specified in Section 2.01.
(b) Removal. Removal from the membership role of any member, whose qualifications are in question, requires at least a two-third (2/3) affirmative vote of the Board of Directors, including agreement by the Minister. Prior to action concerning removal, the member must be given an opportunity for a hearing before the board. Any member who has moved and left no address may be removed from membership by a majority vote of the Board one month after sending a first class letter of notification to the last known address.
Section 2.04 – POWERS OF MEMBERS
Members of Unity Center in Mills River shall have the power to do the following:
(a) Vote at any membership meeting, at which the member is present, called in accordance with Section 2.05.
(b) Elect members to the Board of Directors as specified in Section 3 .04.
(c) Ratify the Bylaws of this Ministry or any amendments thereto as specified in Section 7.01
(d) Vote on any question of purchase, sale or pledge of real property owned and used for the operation of this Ministry which exceeds Five Thousand Dollars ($5000.00) in value. A seventy-five per-cent (75%) affirmative vote of those present and voting is required to approve the sale or pledge.
Refer to Section 3. 03(b) 7.
(e) Elect a member, and his alternate to serve on the Nominating Committee as specified in Section 3. 04(b) 1.
(f) Call a special membership meeting when the affairs of t.1is Ministry warrant such action. Refer to Section 2.05 (b). (g) Vote to override any action of the Board Of Directors providing it is communicated to the membership in writing ten (10) days prior to the subsequent meeting of the membership and seventy-five percent (75%) of those present and voting have the authority for determination.
(h) Vote for the removal of any Director from his office in accordance with Section 3 .05(a) (4).
(i) Vote on any matters officially brought to the attention of the Membership.
(j) Offer suggestions to the Minister or Board of Directors as may seem advisable for the good of this Ministry.
Section 2.05 - MEETINGS AND QUORUM
(a) Annual Membership Meeting. The annual membership meeting of Unity Center in Mills River shall be held at its official headquarters on the third Sunday in May at the time of day designated by the Minister and Board of Directors.
(b) Special Membership Meetings. Any time the affairs of this Ministry warrant, a special membership meeting may be called by:
1. The Minister
2. A majority of the Directors of the Board.
3. Submitting a petition having been signed by Twenty-five percent (25%) of the Membership.
A written request must be submitted to the Board who shall, within a reasonable length of time, call the meeting on behalf of the requesting party. The purpose(s) for the special meeting shall be stated both in the written request and in the written notice to the Membership. Business conducted at the special meeting shall be limited to the are stated purpose(s).
(c) Written Notice. Written notice stating the date, time and place shall be mailed to all members at least ten (10) days before any membership meeting.
(d) Quorum. Forty-five (45) members or twenty-five percent (25%) of the membership, whichever is less, shall constitute a quorum at any membership meeting.
(e) Participation. Participation in the business affairs of any membership meeting shall be restricted to members in attendance. Attendance and/or participation of other persons must be approved by the Board of Directors.
(f) Voting. Unless otherwise provided herein, the vote of a majority of the members present and voting shall be necessary for approval or disapproval of that action being voted upon. Refer to Section 2. 04(d) and (g) and Section 7.01.
ARTICLE III Government
Section 3.01 - ADMINISTRATION.
The government of Mills River Unity shall be vested in the Minister, who is the Administrative Director, and The Board of Directors elected from Membership.
Section 3.02 - MINISTER
(a) Duties. As the Spiritual Leader, the Minister shall be responsible for the scheduling, conduct and content of services, classes, and all other activities that further the purpose of this Ministry as specified in Section 1.01.
As Administrative Director, the Minister shall be:
1. Responsible for the complete function of this ministry.
2. A voting member of the Board of Directors on all matters except his own employment, or that of his successor.
3. A member of all committees. Refer to Section 4.01.
(b) Compensation. The compensation of the Minister shall be fixed by agreement between the Minister and the Board of Directors.
(c) Vacancy. Should a vacancy occur in the office of the Minister, the Board of Directors shall communicate with the office of the AU C and request another Minister. The Minister shall be assigned by AUC upon his approval by the Board.
Section 3.03 – BOARD OF DIRECTORS - MEMBERS
(a) Structure. The Board of Directors shall consist of the Minister and eight (8) Directors elected from the Membership of Unity Center in Mills River. Each elected Director shall hold office for three years or until his successor is duly elected. These offices shall be filled at the annual membership meeting in accordance with Section 3.04. No Director elected by members (Section 2.04b) shall serve more than two consecutive terms of three years each without an interval of one year between terms.
(b) Duties. As representatives of the Membership, the Directors of the Board shall:
1. Uphold the spiritual purpose of this Ministry as stated in Section 1.01.
2. Uphold the highest interest of the Membership in conduction the business of this Ministry.
3. Be conversant with these Bylaws.
4. Be faithful in attendance at services, Board and membership meeting of this Ministry.
5. Make determinations of the business needs of this Ministry and authorize payment of monies for those purposes.
6. Administer the property of this Ministry, both real and personal.
7. Make determinations on the purchase, sale or pledge of real or personal property belonging to this Ministry. All decisions in favor of the purchase, sale or pledge of real property exceeding Five Thousand Dollars ($5000.00) in value shall be presented to the Membership at a properly constituted membership meeting to be voted on in accordance with Section 2.04 (d).
8. Authorize the employment of all staff personnel of this Ministry and set and approve their salaries. See Section 3.02 (a) (2).
9. Set dates for the fiscal year
10. Have an audit of the financial records of this Ministry done at the end of each fiscal year by two members of our congregation who are familiar with bookkeeping procedures and financial reporting, with the assistance of the Treasurer.
11. When deemed advisable, secure a fidelity bond for the Treasurer, the amount to be set by the Board.
12. Approve applicants for membership in accordance with Section 2.02.
13. Act to fill the unexpired term of any Director in accordance with Section 3.05 (b).
14. Elect officers of the Board, and their successors to fill any unexpired term when necessary, See Section 3.07.
15. Ratify committees and their chairmen as appointed by the Board President. See Section 4.01.
16. Communicate with the AU C for aid in resolution of all matters concerning the Minister's services which cannot otherwise be reasonably resolved.
17. Consider other duties brought to their attention by the Minister and other Directors.
Section 3.04 - BOARD OF DIRECTORS - ELECTION
(a) Qualifications. Any person elected to the Board of Directors must be an active member of Mills River Unity. He/she shall be a person who:
1. Desires to serve on the Board.
2. Endeavors to live in accord with the Jesus Christ principles of Love and Truth as taught by Unity.
3. Furthers the work of this Ministry through his active interest, love and support.
4. Is a sincere and contributing student of Unity, conversant with its teachings.
5. Has demonstrated leadership capabilities.
6. Has fulfilled all the requirements of the nominating process outlined in the Nominating Committee manual.
(b) Nominating Committee. A Nominating Committee shall be formed at least three months prior to the annual member-ship meeting, and shall initiate a search for at least two qualified candidates for the Board of Directors. The congregation shall be invited (through regular Sunday announcements and newsletter notices) to make their recommendations for Board candidacy known to the Nominating Committee prior to the annual cut-off date of April 15. The Nominating Committee will accept nominations from the congregation anytime between the day after the annual membership meeting and April 15th.
The committee shall consist of the Minister and three members selected in the following manner:
1. At the annual membership meeting, the membership shall elect one of its members and his alternate, to serve on the Nominating Committee for the next year's election.
2. The Board shall elect one of its Directors.
3. Together with the Minister, the above two Committee members shall select a third Committee member from the Membership who shall become Chairman of the Nominating Committee.
(c) Nominating Procedure. As the presiding officer of the annual membership meeting, the President shall:
1. Read Section 3.04 just prior to the call for nominations.
2. Call upon the Chairman of the Nominating Committee to present the Committee's nominations.
Nominees should never be chosen on the basis of a person's business success or financial resources alone.
All nominees no matter how nominated must qualify in accordance with paragraph (a) of this section.
(d) Election. Votes shall be cast by ballot. The nominees receiving the largest number of votes shall be elected to the Board of Directors.
Section 3.05 - BOARD OF DIRECTORS - VACANCY AND REPLACEMENT
(a) Vacancy. The office of a Director may be vacated by any of the following means:
1. Resignation of the Director.
2. The Board voting for the removal of a Director due to absences from three (3) successive regular board meetings. Absences may be excused by the Board upon written request.
3. The Board voting for the removal of a Director because of his failure to fulfill the duties of his office as specified in Section 3.03 (b).
4. The Membership voting for removal of a Director because of his failure to fulfill the duties of his office as specified in Section 3 .03 (b). See Section 2.04 (h).
(b) Replacement. Should a vacancy occur on the Board of Directors, the Board shall proceed to fill the vacancy by ballot at its next regular meeting. In case of emergency, a special meeting may be called. Only persons meeting the qualifications specified in Section 3.04 (a) may be considered as replacements. No replacement shall have served as Director during the year prior to his election. A majority vote of those present and voting shall be necessary to elect. The term of the newly elected Director shall expire on the same date as the term of the Director he succeeds.
Section 3.06 - BOARD OF DIRECTORS - MEETINGS AND QUORUM
(a) Regular Board Meetings. The regular business meeting of the Board of Directors shall be held at the headquarters of this Ministry on the first Sunday of each month, unless otherwise specified by the Board.
(b) Special Board Meetings. Special meetings of the Board shall be called by the President under any of the following conditions:
1. By request of the Minister.
2. By request of two or more Directors.
3. As the President deems it necessary.
The request shall be filed in writing with the Board Secretary. Reasonable effort must be made to notify all Directors of any special meeting.
(c) Quorum. Six (6) Directors shall constitute a quorum for the transaction of business.
(d) Minister Attendance. The Minister has the right to attend all board meetings. He must be notified of all special meetings.
Section 3.07 - BOARD OF DIRECTORS - OFFICERS.
Officers of the Board of Directors shall consist of a President, Vice-President, Secretary, and Treasurer. The President shall be elected at the last regular board meeting prior to the annual membership meeting. He shall assume office at the first board meeting following the annual membership meeting, at which time all other officers of the Board shall be elected. All officers shall be elected by a majority vote of Directors present and voting, and shall hold their respective offices for one year or until their successors are duly elected or qualified.
(a) President. The President shall:
1. Preside at all Board of Directors meetings.
2. Preside at all membership meetings.
3. Appoint committees in accordance with Section 4.01.
4. Be a member of all committees by virtue of his office, except the Nominating Committee.
5. Sign such papers and documents, upon proper authorization as may be necessary.
(b) Vice-President. The Vice President shall:
1. Perform all duties of the President in his absence.
2. Become President in case the office of the presidency becomes vacant. In such a case, a new Vice-President shall be elected from among the remaining Directors to fill the remainder of the term.
(c) Secretary. The Secretary shall:
1. Keep, or cause to be kept, an accurate record of the minutes of all board and membership meetings.
2. Hold in custody and be responsible for all reports, contracts, other than legal papers, 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.
(d) Treasurer. The Treasurer shall:,
1. Be custodian of the funds of this Ministry. He shall pay out, or cause to be paid out, funds authorized by the Board. Refer to Section3.03(b)(10).
2. Keep, or cause to be kept, a record of all financial transactions, and submit a monthly financial report at each regular board meeting.
3. Submit a financial report, covering the last complete fiscal period, at the annual membership meeting.
4. Count, or cause to be counted, by the appointment of qualified persons, all funds received, and be responsible for their deposit.
5. Place, or cause to be placed, the funds of this Ministry in the bank or other depository approved by the Board.
ARTICLE IV Committees
Section 4.01 - FORMATION
Committees for any specific purpose, with the exception of the Nominating Committee, shall be appointed y the Board President. Approval by the Minister plus ratification by the Board is required.
ARTICLE V Seal
Section 5.01 - DESCRIPTION
The corporate seal of this Ministry shall include the name of the Ministry in a circle, which encloses the name of the city, state, and date of incorporation.
Section 5.02 - DISSOLUTION
(a) All property and funds remaining after the payment of the debts of the corporation shall be delivered to the Association of Unity Churches, a nonprofit corporation organized under the laws of the State of Georgia, for religious and educational purposes.
(b) Such funds or property shall be for the use and benefit of the Association as may be determined by the Board of Trustees of the Association, in alignment with current policies and procedures.
(c) The Association shall make available according to its current policies and procedures, funds for the reestablishment of a Unity ministry in Mills River, North Carolina.
(d) Should the Association no longer exist, any assets remaining of this corporation after dissolution shall be disposed of by a Court of Competent Jurisdiction of the County in which the principal office of the corporation is then located, 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 (3) of the Internal Revenue Code of 1954.
ARTICLE VI Meeting Procedures
Section 6.01 - ORDER OF BUSINESS
The regular order of business at Board of Directors and membership meeting, unless otherwise agreed on by the Board, shall be as follows:
Section 6.02 - RULES OF ORDER
ROBERT'S RULES OF ORDER shall be the authority of this Ministry on parliamentary law and its usage, unless otherwise provided by these Bylaws.
ARTICLE VII Bylaws Amendments
Section 7.01- PROCEDURE
Amendments to these Bylaws must be made by voting members of this Corporation at a legally constituted membership meeting. Written notice setting forth the proposed amendments must be distributed to all members at least ten (10) days prior to the required membership meeting. An affirmative vote of seventy-five per-cent (75%) of all members present and voting shall be necessary to pass any amendment to these Bylaws. These Bylaws fully supersede all previous Bylaws adopted by Unity Center in Mills River.
May 20, 2012 (Date of Revision)
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