FIRST CONGREGATIONAL CHURCH. United Church of Christ Manchester, New Hampshire. Bylaws

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1 FIRST CONGREGATIONAL CHURCH United Church of Christ Manchester, New Hampshire Bylaws Approved February 14, 2016 Amended February 18, 2018 Amended April 15, 2018

2 Table of Contents Page ARTICLE I Name...1 ARTICLE II Mission...1 ARTICLE III Church Covenants...1 ARTICLE IV Church Governance...2 ARTICLE V Equality and Inclusiveness...2 ARTICLE VI Membership...2 Active Members...2 Transfers...2 Voting...2 Inactive Membership and Reclassification of Status...2 ARTICLE VII Officers...3 Senior Pastor...3 Moderator...3 Treasurer...4 Clerk...4 ARTICLE VIII Other Elected Boards and Committees...4 Board of Trustees...4 Board of Deacons...5 Nominating Committee...6 ARTICLE IX THE CHURCH COUNCIL...6 Composition...6 Duties...6 ARTICLE X Ministries Of The Church i -

3 Description of Ministries and Organization...7 Ministry of Spirituality...8 Ministry of Mission and Outreach...8 Ministry of Sustaining Our Church Home...9 ARTICLE XI Process and Procedure...10 Meetings...10 Notice...10 Rules of Order...10 Nonpublic Sessions...11 Terms of Service/Office...11 Eligibility...11 Vacancies...11 Indemnification...11 ARTICLE XII Procedure for Amending or Revising these Bylaws ii -

4 ARTICLE I Name The name of this Church shall be the First Congregational Church, United Church of Christ, of Manchester, New Hampshire (hereinafter the Church ). The Church is incorporated under the laws of the State of New Hampshire. ARTICLE II Mission The mission of the First Congregational Church is to faithfully embody the Spirit of Christ in worship, fellowship and service by engaging with the Bible, uniting all through the power of the Gospel, and supporting one another in the joy of Christ s love and the grace of God s forgiveness. Approved by Special Vote of the Congregation on Sunday, April 15, 2018 ARTICLE III Church Covenants We are united in striving to know the will of God as taught in the Holy Scriptures, and in our purpose to walk in the ways of the Lord, made known or to be made known to us. We hold it to be the mission of the Church of Christ to proclaim the gospel to all people, exalting the worship of the one true God and laboring for the progress of knowledge, the promotion of justice, the reign of peace, and the realization of human goodwill. Depending, as did our ancestors, upon the continued guidance of the Holy Spirit to lead us into all truth, we work and pray for the transformation of the world into the Kingdom of God; and we look with faith for the triumph of righteousness and the life everlasting. - Author, Margaret Soper Written to commemorate FCC s sesquicentennial in 1978 Open and Affirming Covenant The faith community of First Congregational Church, Manchester, N.H., reaffirms our shared covenant and beliefs that the Gospel of Jesus Christ calls us to love one another and to extend welcome to all people. We affirm that each individual is a child of God and that all are worthy of God s love and grace. As witness to these beliefs and as covenant members of Christ s church, we proclaim and celebrate God s love for people of all ages, all races and ethnic backgrounds, all mental and physical abilities, all socioeconomic backgrounds, all sexual orientations, all gender identities and gender expressions, and all other diverse attributes that are woven into the fabric of humankind. We are called to be as one body, seeking to walk together in the complete life and ministry of our church. With God s grace, we resolve to be an open, inclusive, affirming, and accessible community of faith. We invite all to participate and share in the life and leadership, ministry and fellowship, worship and sacraments, responsibilities and blessings of our Christian community. Approved by Special Vote of the Congregation on Sunday, November 19, 2017 and entered into the Bylaws by vote at the Annual Meeting on February 18,

5 ARTICLE IV Church Governance The Church is an autonomous, self-governing body in covenant with the United Church of Christ. The Church is governed by its members through their participation at the Annual Meeting and any special meetings duly convened. The administration of Church affairs is delegated by its members to staff personnel, Officers, Church Council, Ministries, Trustees, and other officials. The organizational structure is intended to facilitate communications and to provide well-defined responsibilities. Although these responsibilities are delegated to many individuals and organizations, it is the intent that the overall responsibility for Church operations be vested in the Church Council. ARTICLE V Equality and Inclusiveness The Church is a diverse Christian faith community. We embrace, affirm, and celebrate this diversity with Christian love. We welcome and support all people equally, regardless of marital, social or economic status, race, disability, sexual orientation, ethnicity, gender, age, or previous religious affiliation. ARTICLE VI Membership Active Members Active members of this Church are (a) all who, at the adoption of these Bylaws, are active members of the Church; (b) those persons received into membership by confession of faith, including confirmation, and baptism, if not previously baptized; (c) upon presentation of letters of transfer from other churches, or upon reaffirmation of faith. Members shall, to the best of their ability, participate regularly in worship services, contribute financially to the Church, participate in Church life outside worship, continue their spiritual education, and seek, diligently and prayerfully, the spiritual welfare of the Church. Transfers Letter of transfer to other churches shall be granted by the Church Council at the request of the member. Voting All active members of the Church may vote in the transactions of the Church. Inactive Membership and Reclassification of Status Inactive Membership status may be granted to those who do not currently meet the criteria for active membership but have been active members in the past. Inactive members are not eligible to vote or hold office

6 The Board of Deacons, with the Senior Pastor, shall conduct an annual review of the Membership List to determine the status of members. Members who have apparently relocated from the Church s attendance areas, who have not responded to communication from the Church relating to financial contribution or other member activities shall be removed from active status and placed on the Inactive Membership List for a period of two (2) years. Notice shall be given to the Clerk indicating the change in status. A personal letter shall be sent by the Board of Deacons to the member placed on the Inactive Membership List indicating that their active status has been temporarily suspended, but may be reactivated by meeting one or more of the active membership criteria. The individual may request that his/her inactive status be extended until such time as he/she desires to reactivate his/her membership, transfer to another church, or withdraw from affiliation with the Church. ARTICLE VII Officers The designated officers of the Church shall be: Senior Pastor, Moderator, Treasurer, and Clerk. Senior Pastor The Senior Pastor shall be called by a majority vote of the Church members present and voting at a duly called meeting. The Senior Pastor shall seek to enlist followers of Christ, preach the Gospel, administer the sacraments, guide the development of Christian character among members of the Church and in the greater community, and oversee the ministry areas of the Church. Moderator There shall be a Moderator who shall serve for a term of three years. The Moderator may be re-nominated for one additional successive term. The Moderator may be eligible for nomination to additional similar terms after a twoyear absence from the position. Upon a vacancy, the Nominating Committee shall recommend a member of the Church for election at the Annual Meeting. The person nominated for Moderator may not be a deacon, trustee or the chair of a committee or board, but may be a member of any Church committee. The Moderator shall preside at the Annual Meeting, and at Special Meetings of the Church membership when necessary. The Moderator shall preside at all Church Council Meetings and prepare the agendas in consultation with the Senior Pastor. In the event of the absence of the Moderator at any such meetings, the Moderator may designate an assistant moderator to perform the duties at such meeting

7 Treasurer There shall be a Treasurer who shall serve for a term of three years. The Treasurer may be re-nominated for one additional successive term. The Treasurer may be eligible for nomination to additional similar terms after a twoyear absence from the position. Upon a vacancy, the Board of Trustees shall recommend to the Nominating Committee a person to act as Treasurer, and the Nominating Committee shall nominate this person for election at the Annual Meeting. The Treasurer shall participate in meetings of the Board of Trustees, but is not a member of the Board of Trustees. The Treasurer shall receive and account for all monies of the Church and disburse them in accordance with the directions of the Trustees and shall deposit funds received in such depositories as the Trustees shall order. The Treasurer shall keep an accurate account of all receipts and disbursements. Before each Annual Meeting, the Treasurer shall present the fiscal accounting and vouchers to be reviewed in accordance with the policy adopted by the Trustees. The Treasurer shall produce such financial reports as may be required by the Church Council, the Trustees, or for the Annual Meeting. With the approval of the Trustees, the Treasurer may delegate such tasks and duties as may be necessary. Clerk There shall be a Clerk who shall serve for a term of three years. The Clerk may be re-nominated for one additional successive term. The Clerk may be eligible for nomination to additional similar terms after a two-year absence from the position. The Clerk shall serve as the Secretary and Registered Agent of the Church. The Clerk shall keep a faithful record of the proceedings of the Church and of the Church Council and shall keep a register of the members of the Church, with dates and modes of reception, and also a record of Baptisms, and otherwise perform such duties as usually pertain to the office of the Clerk or Secretary. In the event of the absence of the Clerk at any meeting where the Clerk would take minutes, the Moderator may designate a person to take minutes at such meeting. ARTICLE VIII Other Elected Boards and Committees Board of Trustees The Board of Trustees shall consist of nine (9) persons who shall serve for a term of three years. Each year the Nominating Committee shall recommend three members of the Church for election at the Annual Meeting. A Trustee may be re-nominated for one additional successive term. Members may be eligible - 4 -

8 for nomination to additional similar terms after a two-year absence from the Board. The Board of Trustees is responsible for oversight of the financial operation of the Church. The Board of Trustees shall serve and participate with the Ministry of Sustaining Our Church Home, as described in Article IX, Section 4 below. As such, they shall direct the handling of the trust funds. Under requirements of the law and of the individual trusts, the Trustees shall have the power to buy, sell, transfer, exchange and deliver the securities entrusted to its care. It shall hold all certificates of stock and other evidences of ownership in the name of the Church. The Treasurer and a trustee shall sign orders for transactions involving investment funds. The Trustees shall direct the handling of the checking account, trust funds, endowments and all other financial accounts. The Board of Trustees is responsible for the care and custody of all physical property of the Church. It shall also have custody of all papers relating to the property and trust funds of the Church, which custody it may delegate to the Treasurer. The Trustees shall have no power to buy, sell, mortgage, lease or transfer any real property of the Church without specific authority given by the Church members at an annual or special meeting of the Church. Prior to the Annual Meeting, the Board of Trustees shall approve the operating budget and administer the budget adopted at said meeting. Each year the Board of Trustees shall provide a report of all property and assets in their custody for the Annual Meeting. It shall be responsible for maintaining the corporate registration of the Church with the State of New Hampshire. Each year the Board of Trustees shall elect from its members a Chair of the Board and a Secretary drawn from the Board of Trustees. The presence of five members at a meeting shall constitute a quorum for transacting business. The Board of Trustees, either for purposes of filling a regular term or as a result of a vacancy in the position, shall recommend to the Nominating Committee a person to act as Treasurer. The Board of Trustees may engage such personnel as necessary to manage all assets of the Church. Board of Deacons The Board of Deacons will consist of 12 Deacons, elected at the annual meeting of the Church. Deacons shall be elected for a term of three years. A Deacon may be re-nominated for one additional successive term. A Deacon may be eligible for nomination to additional similar terms after a two-year absence from the position. Effort shall be made to maintain an equal number of male and female Deacons on the Board, but this is not a requirement if such equality cannot be reasonably achieved. A member of the Board of Deacons who has served for many years may be elected Deacon Emeritus. Former Deacons may be called upon to serve Communion or assist in the services of the Church at the - 5 -

9 discretion of the Senior Pastor. The Board of Deacons shall annually elect a chair from its members following the annual meeting. The Board of Deacons shall serve and participate with the Ministry of Spirituality, as described in Article IX, Section 2 below. The Board of Deacons will cooperate with the Senior Pastor in ministering to the spiritual interest of the Church and community and affirm candidates for admission to Church membership. They shall assist in preparing for and administering Communion and assist in the service of membership, as requested by the Senior Pastor in ceremonies of Baptism, Confirmation, the reception of new members, providing greeters and ushers, and other assistance in worship. Nominating Committee There shall be a Nominating Committee consisting of twelve (12) members, at least one of whom shall be a member of the Membership Committee. Each member shall be elected by the members of the Church at the Annual Meeting for a non-renewable three-year term. The terms shall be staggered so that no more than four (4) terms shall expire in any one year. The Board of Trustees, the Board of Deacons, the Outreach Committee, and the Nominating Committee shall each nominate one person to serve on the next Nominating Committee. A member of the Membership Committee shall serve as an ex officio member. The Nominating Committee shall annually elect a chair and a secretary from its members. The Nominating Committee shall seek and nominate members of the Church who are willing and able to serve as Deacons, Ministry Coordinators, Ministry Representatives, At-Large Representatives, Treasurer, Moderator, Clerk, Trustees, UCC Delegates, and Elliot Hospital Trustee. They shall present their slate for approval by the members of the Church at the Annual Meeting. ARTICLE IX THE CHURCH COUNCIL Composition The Church Council is the chief governing body of the Church and is responsible for initiating, coordinating, and overseeing the implementation of all Church operations. The membership of the Church Council includes the Senior Pastor, Moderator, Treasurer, Clerk, the specified number of Ministry Coordinators and Ministry Representatives from each of these Ministries of the Church as specified in Article IX below, and three (3) at-large representatives of the wider Church. The Moderator shall be the Chair of the Church Council, voting only in the case of a tie. The Senior Pastor shall not vote on matters before the Church Council. Duties The Church Council is the representative body of the Church membership and its functions shall be: - 6 -

10 (a) (b) (c) (d) (e) (f) (g) (h) (i) (j) (k) To oversee and establish general policy for the Church. To advise the Pastor on the general ministry of the Church. To provide for substitute or interim pastors in the absence or illness of the Pastor. To appoint a Pastoral Search Committee to seek a new Pastor whenever the necessity arises. To elect and oversee such Committees as may be required to promote the programs of the Church. The election and supervision of these committees may be delegated to other organizations within the Church by mutual agreement of the Church Council and such other organizations. To fill the offices of Moderator, Clerk, and Treasurer on an interim basis in the event of a vacancy in these offices. The interim appointment shall not extend beyond the next Annual Meeting of the Church. To hear reports from all officers, boards and committees of the Church. To approve revisions of the membership lists and determine the status of inactive members pursuant to Article V. To appoint additional delegates to the New Hampshire Conference meetings as allowed by Conference guidelines. To fix the date of each Annual Meeting. To report its actions to the Church. Members of the Church are invited to attend Church Council meetings as nonvoting participants. ARTICLE X Ministries Of The Church Description of Ministries and Organization The mission and work of the Church will be organized and coordinated in three (3) Ministries serving related services and programs within each Ministry. The Ministries will carry out the duties and responsibilities enumerated in this Article or as delegated to it by the Church Council. Each Ministry will have a Ministry Coordinator nominated by the Nominating Committee and elected by the members at the Annual Meeting. The Ministry Coordinator shall serve for a term of three years and may be re-nominated for one additional successive term. The Ministry Coordinator may be eligible for nomination to additional similar terms after a two-year absence from the position. Each Ministry Coordinator will be a member of the Church Council. The Ministry Coordinators will work with their respective Ministry to develop goals and objectives for the Ministry and advise on - 7 -

11 their implementation. The Ministry Coordinator will be the primary Liaison for the Ministry with the Church Council; however, each Ministry will have Ministry Representatives of that Ministry serving on the Church Council as described below. The Ministry Representatives shall serve for a term of three years and may be re-nominated for one additional successive term. The Ministry Representatives may be eligible for nomination to additional similar terms after a two-year absence from the position. Ministry of Spirituality This Ministry will work to ensure that the Church is a place of spiritual sustenance and growth for all who are on a faith journey, seeking meaning and purpose in life. It will focus on worship and faith formation (Christian Education) for all ages. This Ministry will support worship and spiritual formation opportunities accessible to the Members of the Church in an intellectual, spiritual, physical and emotional manner. This Ministry will include the Board and the committees listed below involved in worship planning, prayer, and spiritual formation, and others as created. Board of Deacons Music and Arts Committee Parish Visitors Committee Hospitality Committee Pastor-Parish Relations Committee Children/Youth Ministry Committee Ushers and Greeters Audio Team Quilters The Ministry will provide representation on the Church Council through the Ministry Coordinator and three (3) Ministry Representatives drawn from the Ministry, consisting of one Deacon recommended by the Deacons to the Nominating Committee, and two members nominated by the Nominating Committee, and elected by the Church members at the Annual Meeting. Ministry of Mission and Outreach This Ministry will lead the Church s efforts to be a community of service where all are in mission; to be a welcoming, inclusive congregation that actively seeks diversity in its membership; and to coordinate this Church s activities to enrich the Church s fellowship life. It will include the committees and groups listed below, and others as created

12 Outreach Committee Membership Committee Senior Citizens Board Women s Connection Men s Group Interfaith UCC Delegates Elliot Hospital Trustee People in Need Fund H.O.M.E. This Ministry will provide representation on the Church Council through the Ministry Coordinator and three (3) Ministry Representatives drawn from the Ministry, consisting of one member of the Outreach Committee recommended by the Outreach Committee to the Nominating Committee and two members nominated by the Nominating Committee, and elected by the Church members at the Annual Meeting. Ministry of Sustaining Our Church Home This Ministry will provide direction and good stewardship over the physical resources of the Church as well as its financial condition. It will provide oversight over the budget, encourage congregational giving, and manage investment concerns of the Church. It will also be responsible for personnel management and proper supervision of Church staff. The Ministry will include the nominating function by which members are identified for service in Church positions or offices. This Ministry will include the following Board, committees, or groups listed below, and others as created: Board of Trustees Budget Committee Stewardship Committee Personnel Committee Nominating Committee Scholarship Committee Buildings and Grounds Narthex Friends of the Office (FOOs) The Ministry will provide representation on the Church Council through the Ministry Coordinator and three (3) Ministry Representatives drawn from the Ministry, consisting of one member of the Board of Trustees recommended by the Board of Trustees to the Nominating Committee, and two members nominated by the Nominating Committee, and elected by the Church members at the Annual Meeting

13 ARTICLE XI Process and Procedure Meetings (a) Annual Meeting There shall be an annual meeting of the Church membership held on or before the last day of February of each year on a date set by the Church Council. The Moderator shall chair the Annual Meeting. The purpose of this meeting shall be to adopt the budget, vote on recommendations of the Nominating Committee, and transact any other business that may legitimately come before the body. Fifty (50) members present shall constitute a quorum. A majority vote shall be decisive unless otherwise provided in these by-laws. (b) Special Meetings A special meeting of the Church membership may be called at the request of the Church Council or fifteen (15) members of the Church. The Moderator shall chair any Special Meeting. The purpose of the meeting shall be stated in the notice. Fifty (50) members present shall constitute a quorum. A majority vote shall be decisive unless otherwise provided in these by-laws. (c) Church Council Meetings The Church Council shall meet a minimum of seven (7) times between September and June, and at other times as necessary at the call of the Clerk, by request of the Moderator or Senior Pastor. A majority of the members present at the Church Council meeting shall constitute a Quorum. (d) Board and Committee Meetings The Board of Trustees, Board of Deacons and Nominating Committee and committees formed by the Church Council shall meet at the call of the Committee Chair or at any time a majority of the members request a meeting, unless otherwise provided in these Bylaws. One half of the current membership of the board or committee plus one shall constitute a quorum. Meetings are open to the members of the Church, although they may not vote. Notice Timely notice of all meetings shall be given. Timely notice is understood to mean the length of time and media necessary to reasonably assure maximum attendance. Rules of Order Unless otherwise provided by these Bylaws, Roberts Rules shall govern

14 Nonpublic Sessions The Church Council, any Board, and any committee may vote to go into nonpublic session to discuss personnel matters or pending litigation or security issues or property transfers where knowledge of the transaction might benefit a person who is not a voting member of the body. A meeting shall enter into executive session only if two-thirds of the body present vote to do so. A majority vote of the body present shall end a nonpublic session. Nonpublic sessions shall be closed to all but members of the body. Terms of Service/Office All members elected or appointed to serve the Church shall serve for a term fixed by these Bylaws. Committee members may serve unlimited terms unless otherwise specified in these Bylaws. Eligibility Only active church members can serve as Officers, Deacons, Trustees, Nominating Committee members, Ministry Coordinators, Committee Chairs or on the Church Council. Vacancies If a vacancy occurs in a Church office, Board, or Committee due to death or resignation, it may be filled for the unexpired term of the person vacating the position by the Church Council in consultation with the Nominating Committee. If more than 50% of the unexpired term remains, it shall be considered a full term. Indemnification Any Trustee, officer or employee of the Church, acting as such, will be indemnified to the fullest extent possible under the laws of the State of New Hampshire. ARTICLE XII Procedure for Amending or Revising these Bylaws These Bylaws may be amended by a two-thirds (2/3) vote of the Church members present and voting at any duly called meeting, provided that a copy of the proposed amendments have been submitted to all members at least thirty (30) days before the date of the meeting at which the amendments are to be presented

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