The Bay Church CONSTITUTION AND BYLAWS

The Bay Church CONSTITUTION AND BYLAWS A California Nonprofit Religious Corporation Updated from September 24, 2014 version April 26, 2018 (edited from 04.04.2018 version)

TABLE OF CONTENTS PREAMBLE...4 CONSTITUTION...........5 ARTICLE 1. NAME...5 ARTICLE 2. PURPOSE...5 ARTICLE 3. AFFILIATION...5 ARTICLE 4. DOCTRINES OF FAITH...5 ARTICLE 5. MARRIAGE...8 ARTICLE 6. SANCTITY OF HUMAN LIFE...8 ARTICLE 7. MEMBERSHIP...9 ARTICLE 8. CHURCH GOVERNMENT...9 ARTICLE 9. MEETINGS...9 ARTICLE 10. FINANCES...9 ARTICLE 11. PROPERTY...9 ARTICLE 12. AMENDMENTS... 10 BYLAWS.......10 ARTICLE 1. MEMBERSHIP... 11 ARTICLE 2. DISCIPLINE... 12 ARTICLE 3. DISPUTES... 13 ARTICLE 4. QUALIFICATIONS AND DUTIES FOR CHURCH LEADERS... 14 ARTICLE 5. MINISTRIES... 16 ARTICLE 6. ELECTIONS AND VACANCIES... 17 ARTICLE 7. MEETINGS... 18 ARTICLE 8. PROPERTY... 19 ARTICLE 9. BUSINESS... 20 ARTICLE 10. AMENDMENTS... 20 2

As amended February 8, 2018 The Bay Church 4725 Evora Road Concord, California 94520 Scripture quotations, except those noted otherwise, are from the Holy Bible New International Version Copyright 1973, 1978, 1984, 2011. 3

CONSTITUTION AND BYLAWS THE BAY CHURCH PREAMBLE WHEREAS, It is the express purpose of God, our Heavenly Father, to call out of the world a saved people who shall constitute the Church of our Lord Jesus Christ, built and established upon the foundation of God s Word, the Bible, Jesus Christ Himself being the chief cornerstone; and, WHEREAS, God having ordained that this universal Church should find its expression in and through local churches, enjoining them to assemble together for worship, fellowship, discipleship, ministry, evangelism, and for the exercise of those spiritual gifts and offices provided for in the New Testament; therefore be it RESOLVED, That we whose names appear on the Active Membership Roster as of this date do recognize ourselves as a local Church under the headship of the Lord Jesus Christ, first organized in 1929 and incorporated as such on March 16, 1942, and do affirm ourselves to be in cooperative fellowship with the General Council of the Assemblies of God, and with the Northern California - Nevada District Council of the Assemblies of God, and do hereby adopt the following articles. 4

CONSTITUTION ARTICLE 1. NAME The name of this Church shall be The Bay Church of the City of Concord, State of California hereinafter referred to as the Church. ARTICLE 2. PURPOSE In agreement with the Bible, and by the empowerment of the Holy Spirit, this Church will assist people to become fully devoted followers of Jesus Christ. We will accomplish God s purpose for this church: through worshipping God the Father, His Son Jesus Christ, and the Holy Spirit (John 4:23-24); through loving fellowship with each other (Acts 2:42-47); through discipling both the new and established believer (Romans 12:1-2); through all believers discovering and implementing their personal spiritual gifts in ministry (Ephesians 4:11-12); and through loving evangelism by sharing the eternal hope of Jesus Christ with the unsaved (Matthew 28:19-20). ARTICLE 3. AFFILIATION While maintaining inherent rights to sovereignty in the conduct of its affairs, this Church shall voluntarily enter into full cooperative fellowship with churches of like precious faith associated in the Northern California - Nevada District Council of the Assemblies of God, and with the General Council of the Assemblies of God, and shall share in the privileges and responsibilities enjoined by that affiliation. ARTICLE 4. DOCTRINES OF FAITH This Church affirms the Bible as our all-sufficient rule for faith and practice. This statement of fundamental truths is a basis for unity and fellowship (I Corinthians 1:10). The phraseology employed in this statement is not inspired, but the Biblical doctrines set forth are held to be essential to a full Gospel ministry, and are adopted from the Statement of Fundamental Truths approved by and/or as may be revised by the General Council of the Assemblies of God. Section 1. The Bible Inspired The Bible is the inspired Word of God, a revelation from God to man, the infallible rule of faith and conduct, and is superior to conscience and reason. (II Timothy 3:15-17; Hebrews 4:12; II Peter 1:20-21). 5

Section 2. The One True God The one true God has revealed Himself as the eternally self-existent, self-revealed I AM ; the Creator of heaven and earth, and the Redeemer of mankind. He has further revealed Himself as embodying the principles of relationship and association as Father, Son, and Holy Spirit, commonly referred to as the Trinity (Matthew 28:19; John 10:25-30, 14:15-17). Section 3. The Deity of the Lord Jesus Christ The Lord Jesus Christ is the eternal Son of God. The Bible declares: His virgin birth (Matthew 1:23; Luke 1:31, 35), His sinless life (Hebrews 7:26; 1 Peter 2:22), His miracles (Acts 2:22; 10:38), His substitutionary work on the cross (I Corinthians 15:3; II Corinthians 5:21), His bodily resurrection from the dead (Matthew 28:6; Luke 24:39; I Corinthians 15:4), and His exaltation to the right hand of God (Acts 1:9, 11; 2:33; Philippians 2:9-11). Section 4. The Fall of Man Man was created good and upright, for God said, Let Us make man in Our image, after Our likeness. However, man, by voluntary sinfulness, fell, and his only hope of redemption is in Jesus Christ the Son of God (Genesis 1:26-27; 3:1-9; Romans 5:12-14). Section 5. The Salvation of Man The grace of God, which brings salvation, has appeared to all men through repentance toward God and faith toward the Lord Jesus Christ. Man is saved by the shed blood of Jesus Christ, the rebirth and renewal of the Holy Spirit, and being justified by grace through faith, he becomes an heir of God according to the hope of eternal life (John 3:16-18; Romans 5:15-21, 10:9,13; Ephesians 2:8-9; Titus 3:5-7). The inward evidence of salvation to the believer is the direct witness of the Spirit (Romans 8:16). The outward evidence to all men is a life of true righteousness and holiness (Ephesians 4:24; Titus 2:12). Section 6. The Ordinances of the Church The ordinance of Water Baptism by immersion is symbolic of the death, burial, and resurrection of our Lord Jesus Christ, and should be observed as commanded in the Bible by all who have repented and have truly believed on Christ as Savior and Lord. In so doing, they declare to the world that they have died with Jesus, and that they also have been raised with Him to walk in newness of life (Matthew 28:19; Mark 16:16; Acts 10:47-48; Romans 6:4). Infants and small children may be dedicated to the Lord whenever requested (Mark 10:13-16; Luke 18:15-16). The ordinance of Holy Communion (the Lord s Supper), is the symbol representing a memorial of the suffering and death of our Lord Jesus Christ, is a reminder of His second coming, and is enjoined on all believers until He comes (Luke 22:19-20; I Corinthians 11:23-32). 6

Section 7. The Baptism in the Holy Spirit All believers are entitled to, and should ardently expect and earnestly seek the promise of the Father, the Baptism in the Holy Spirit, according to the command of our Lord Jesus Christ. This was the normal experience of all in the early Christian church. With it comes power for evangelism, and the fullness of the gifts of the Spirit. This wonderful experience is distinct from, and subsequent to, the experience of salvation (Mark 1:8; Luke 24:49; Acts 1:4-8, 8:14-17, 10:44-46, 11:15-16, 15:7-8). Section 8. The Evidence of the Baptism in the Holy Spirit The full consummation of the Baptism in the Holy Spirit is by the initial physical evidence of speaking with other tongues as the Spirit gives utterance, and by subsequent manifestations of spiritual power in evangelism and ministry (Acts 2:1-4). Section 9. Sanctification Sanctification is an act of separation from evil and of dedication unto God. Cultivating the character of Jesus Christ is the will of God for all believers and should be earnestly pursued by walking in obedience to the Bible (Romans 8:29, 12:1-2; I Thessalonians 5:23-24; Hebrews 12:14; I Peter 1:14-16; I John 2:6; Galatians 2:20, 5:24-25). Section 10. The Church The Church is the body of Christ, the habitation of God through the Spirit, with divine appointments for the fulfillment of the church s purpose of growing fully devoted followers of Jesus Christ through worship, fellowship, discipleship, ministry, and evangelism. Each believer is an integral part of the Church, and their names are written in heaven (Ephesians 1:22-23, 2:18-22). Section 11. The Ministry A divinely called and Biblically ordained ministry, for both men and women, has been provided by our Lord for the purpose of leading the Church in growing fully devoted followers of Christ through worship, fellowship, discipleship, ministry, and evangelism. Section 12. Divine Healing Healing from physical illness through Jesus Christ is provided for in the Bible (Isaiah 53:4-5; Matthew 8:16-17; James 5:14-16; I Peter 2:24). Section 13. The Blessed Hope The Resurrection of those who have fallen asleep in Christ, and their translation together with those who are alive and remain unto the coming of the Lord is the Blessed Hope of the Church, and is commonly referred to as the Rapture (1 Corinthians 15:51-52; I Thessalonians 4:16-18; Titus 2:13). 7

Section 14. The Millennial Reign of Jesus Christ The Second Coming of Christ is His visible return with His saints to reign on the earth for one thousand years (Revelation 20:1-6). This Millennial Reign will bring the salvation of national Israel (Romans 10:1), and the establishment of universal peace (Isaiah 11:6-9; Micah 4:1-5). Section 15. The Final Judgment There will be a Judgment of believers (known as the Judgment Seat of Christ ) which will be a judgment for things done while in the body (II Corinthians 5:10). There will also be a Final Judgment of the wicked who will be judged for what they have done. Whosoever is not found written in the Book of Life, together with the devil and his angels, the beast and the false prophet, shall be consigned to everlasting punishment in the lake which burns with fire and brimstone, which is the second death (Matthew 25:46; Revelation 20:10-15, 21:8). Section 16. The New Heavens and the New Earth But in keeping with His promise we are looking forward to a new heaven and a new earth, the home of righteousness. (II Peter 3:11-13; Revelation 21 & 22). ARTICLE 5. MARRIAGE Marriage is God-ordained and was established in the Bible as a covenant relationship between a man and a woman. The Creator made them male and female, and said, For this reason a man will leave his father and mother and be united to his wife, and the two will become one flesh. Matthew 19:4, 5 (Genesis 2:20 25; Ephesians 5:22 31; Colossians 3:19) No recognized servant leader or minister in this Church, or in any of its ministries or locations, shall perform any type of marriage, civil union, or covenant ceremony for persons who are of the same sex. Additionally, any minister who performs a ceremony for any unbiblical relationship, unless innocently deceived into doing so, may be dismissed from Church membership and reported to the Assemblies of God. A civil government s sanction of a union will be recognized as a legitimate marriage by this Church only to the extent that it is consistent with the definition of marriage as a union ordained by God and the Bible to be a relationship between a man and a woman. ARTICLE 6. SANCTITY OF HUMAN LIFE The Bible teaches that human beings are created in the image of God and therefore all human life is sacred, including the unborn. 8

ARTICLE 7. MEMBERSHIP An individual shall be eligible to receive and maintain membership in this Church who fulfills the requirements for Membership as set forth in the Bylaws (Article 1). Section 1. The Pastor ARTICLE 8. CHURCH GOVERNMENT The Pastor, also known as the Lead Pastor, by virtue of his office, shall be the President and Chairman of the Church Board and presiding elder of this church family. Section 2. The Church Board The government of this Church shall be vested in the Church Board consisting of the Pastor (President) and deacons (as set forth in the Bylaws). Section 3. The Officers of the Corporation There shall be a President/Chairman (Pastor), Secretary, and Treasurer. The offices of Secretary and Treasurer shall be appointed by the Church Board from among their number. A Vice-Chairman may be appointed by the Church Board as need requires. In the event no deacon is qualified to be Treasurer, the Board may appoint an active member in good standing for the position of Treasurer, for a period of up to one year, and may be re-appointed. This appointee shall have no voting rights on the Church Board. ARTICLE 9. MEETINGS There shall be an Annual Business Meeting of this Church as set forth in the Bylaws (Article 7). Special business meetings may be called as set forth in the Bylaws (Article 7). ARTICLE 10. FINANCES This Church shall be financially resourced according to the Biblical method, by the tithes and offerings of this Church family (Malachi 3:10), and by revenue from all other lawful sources. ARTICLE 11. PROPERTY All property of this Church shall be deeded to this Church and held in its name. Authority to buy real property and/or build structures shall be given to the Church Board as provided for in the Bylaws. 9

ARTICLE 12. AMENDMENTS Amendments to this Constitution may be adopted at any Annual or Special Business Meeting of this Church by a two-thirds majority vote of the Active Membership present and voting, providing due notice of the proposed amendment(s) has been communicated to the Active Membership at least thirty (30) days prior to the meeting. 10

BYLAWS ARTICLE 1. MEMBERSHIP There shall be one category of Membership in this church: Active Membership. The Church Board, at its sole discretion, shall have the authority to determine the eligibility and acceptability of all applicants for membership in this church. Those approved for membership by the Church Board shall be received into the church and their names will be added to the Active Membership Roster. The Active Membership Roster will be reviewed annually by the Church Board in order to maintain its accuracy. Active Membership in this church shall be open to all those who fulfill and maintain the following standards: Evidence of an experience of conversion to Christ and by having been baptized in water. (John 3: 3-7, 1: 12:13, I Peter 1: 18-25, Matthew 28:19, and Colossians 2:12). Evidence of a consistent Christian life striving to become a fully devoted follower of Jesus Christ. (Romans 6:4, 8:14, 13:13-14, Ephesians 4:17-32, 5:1-2, 15, and I John 1:6-7). Completion of a Membership Class and signing a commitment to abide by this Church s Membership standards and its Biblical vision, purpose, and values. Acceptance of the Doctrines of Faith as set forth in Article 4 of this Church s Constitution. Demonstrate a willingness to contribute regularly to the financial support of this church with tithes and offerings (Malachi 3:10, and II Corinthians 9:7). Shall have regularly attended this church for at least 3 months prior to being accepted into Active Membership. Shall be at least 18 years of age. A willingness to be governed by the Word of God and the Constitution and Bylaws of this church family. 11

Transfer Members will not be received until they have successfully completed the Membership Class and fulfilled all the standards of Active Membership listed in Article I of these Bylaws. The Church Board shall have the authority to remove from Active Membership those who are deceased, those who forfeit their Active Membership status by non-compliance with Article I of these Bylaws, or those who absent themselves from active participation without good cause for three (3) consecutive months. In a redemptive spirit, a member of the Church Board, or a pastor, will contact the person(s) being considered for removal from Active Membership status in order to ascertain if removal is the proper course of action. The person(s) being considered for removal will be notified in writing of the Church Board s decision. Members of the Pastoral Staff and their spouses will automatically be Active Members by virtue of their position. We recognize that periodically Active Members may for good cause absent themselves from active participation. Good cause is defined as, but not limited to: shut-ins, military duty, seasonal relocations, and college students. Active members in good standing shall be granted a Letter of Transfer upon request. Termination of membership (non-disciplinary) - The Church Board shall be empowered to remove from the membership roster the name(s) of those who are deceased, have voluntarily withdrawn from this Church, or may have requested a letter of transfer to another Church. Section 1. Purpose ARTICLE 2. DISCIPLINE Discipline is an exercise of Biblical authority for which the Church is responsible (Matthew 16:19; 18:15-20; Luke 17:3; John 20:23; Acts 16:4; Ephesians 5:11; I Timothy 5:20; II Timothy 4:2; Hebrews 13:17). The purpose of discipline is to promote repentance and restoration, and is to be redemptive in nature as well as corrective. Any Active Member of this Church is subject to discipline on the basis of unbiblical conduct. Section 2. Procedure This Church will follow the disciplinary procedure set forth in Matthew 18:15-20. This procedure consists generally of the following steps: (1) The Church Board shall appoint at least two of its members to discuss the charges with the offending member privately in an effort to resolve the matter; (2) if the first step does not resolve the matter, then the Church Board shall meet with the offending member in a final effort to resolve the matter. If the offending member refuses to meet with the Church Board, or does meet with the Church Board but the matter is not resolved, then the offending member will be removed from Active Membership and may be asked to leave the Church. An Active Member who is 12

involved in a disciplinary procedure may not resign their Active Membership status in order to avoid the procedure. An individual who has been removed from Active Membership may appeal to the Church Board within thirty (30) days of notification of removal. Said appeal shall be requested in writing and shall be heard by the Church Board within thirty days of receipt. The Church Board shall encourage a proper attitude on the part of all involved and shall proceed prayerfully towards a decision. The decision of the Church Board shall be final, for all purposes, from which there shall be no further appeal. ARTICLE 3. DISPUTES The Bible teaches that Christians should resolve their disputes before the saints and not in the civil courts (1 Corinthians 6:1-8). Therefore, all disputes which may arise between any Active Member of this Church and the Church itself, or between any Active Member of this Church and any pastor, ministry director, deacon, officer, employee, volunteer, or other worker of this Church, shall be resolved by binding arbitration if efforts to mediate or conciliate the dispute (in accordance with Matthew 18:15-17) have failed. Either party to the dispute may initiate the arbitration process by filing with the other party a written request for arbitration within a reasonable time after the dispute has arisen and efforts to mediate or conciliate have failed. In such a case, the Active Member and the Church shall each name an arbitrator, and the two so selected shall name a third. All arbitrators must be of mature Christian experience and knowledge and preferably be a member of an Assemblies of God church. The third arbitrator chosen by the other two shall disclose, before accepting the appointment, any financial or personal interest in the outcome of the arbitration, and any existing or past financial, professional, family, or social relationships which are likely to affect impartiality or which might reasonably create an appearance of partiality or bias. Either of the parties to the arbitration, on the basis of such disclosures, may disqualify such a candidate from serving as the third arbitrator. A third arbitrator who serves without objection from either party has a continuing duty to disclose relationships or interests which may impair his impartiality. Either party, regardless of the stage of the arbitration process, may on the basis of such disclosures disqualify such a person from further participation. The arbitration process shall not proceed until the third arbitrator is selected. The arbitrators shall appoint the time and place for the hearing and cause notification to the parties to be served personally or by registered mail not less than thirty (30) days before the hearing. Appearance at the hearing waives such notice. The arbitrators may adjourn the hearing from time to time as necessary and, on request of a party and for good cause or upon their own motion, may postpone the hearing to a later date. The arbitrators may hear and determine the controversy upon the evidence produced notwithstanding the failure of a party duly notified to appear. The parties are entitled to be heard, to present evidence material to the controversy, and to cross-examine witnesses appearing at the hearing. The hearing shall be conducted by all the arbitrators, but a majority of them may determine any question and render a final award. If during the course of the hearing an arbitrator for any reason ceases to act, he shall be replaced in the same manner in which he was originally selected. The arbitrators may in their absolute discretion admit as evidence any affidavit or declaration concerning the matters in dispute, a copy thereof having been given at least 5 days previously to the party against whom the same is offered, but the person whose 13

evidence is so taken shall be subject to cross-examination by such party. The arbitrators shall have the power to order and direct what they shall deem necessary to be done by either of the parties relating to the matters in dispute. Cost of the arbitration shall be determined and assessed by the arbitrators. Any submission of a dispute to arbitration shall not be revoked by the death of any party to the dispute, and any award will be binding upon such person's heirs and successors. The decision of the arbitrators shall be binding on both parties, and both parties submit themselves to the personal jurisdiction of the civil courts in this state (including federal courts), as well as the courts of any other state that may have jurisdiction over any dispute contemplated by this Article, for the entry of a judgment confirming the arbitrators' award. The arbitration process is not a substitute for any disciplinary process set forth in the Constitution or Bylaws of this Church, and shall in no way affect the authority of this Church to investigate reports of misconduct, conduct hearings, or administer discipline. Any matter not provided for herein shall be governed by the provisions of the Uniform Arbitration Act. If a dispute may result in an award of monetary damages, then use of this arbitration procedure is conditioned on acceptance of the procedure by the liability insurer of this Church, and the insurer's agreement to honor any arbitration award up to any applicable policy limits. An Active Member with a dispute who refuses to adhere to this Disputes process may be removed from Active Membership by the Church Board. ARTICLE 4. QUALIFICATIONS AND DUTIES FOR CHURCH LEADERS Section 1. Pastor A. Qualifications: The Pastor shall be an ordained Assemblies of God minister in good standing with the General Council of the Assemblies of God, and with the Assemblies of God District in which he/she currently holds credentials. The Pastor s life shall comply with the teachings of the Bible as set forth in I Timothy 3:2-7; Titus 1:6-9, I Peter 5:2-3. B. Duties: The Pastor shall exercise spiritual leadership of this Church, and shall oversee all of its ministries. The Pastor shall be the Chairman of the Church Board, President of the Corporation, act as Chairman of all Business Meetings, provide general supervision of all employees, and be an ex-officio member of all committees and ministries. The Pastor, in consultation with the Church Board, may select Associate Pastors. The Pastor shall provide for all the services of this Church, and no person shall be invited to speak or teach at this Church without the Pastor s approval. 14

Section 2. Deacons A. Composition: There shall be seven deacons. B. Qualifications: A deacon shall be a man or woman of mature Christian experience and knowledge and have been an Active Member of this Church for at least one year. A deacon s life shall conform to I Timothy 3:8-13. Divorced persons may be considered to serve as deacons, providing the circumstances of their divorce qualify within Biblical and Assembly of God criteria, and are evaluated on a case by case basis by the Nominating Committee/Church Board. C. Duties: The deacons with the Pastor, shall comprise the Church Board. The Church Board shall act in an advisory capacity with the Pastor in all matters pertaining to the spiritual life of the Church. In the event the Church is without a Pastor, the deacons shall provide for an interim chairman from among their number. The Church Board shall be the custodian of all the property and finances of this church family. The Church Board shall have the discretion to create or modify any policy manual(s) as may be needed. A quorum for any meeting of the Church Board shall consist of the Pastor, and at least a simple majority of the deacons, provided all board members have been given reasonable notification of the meeting. D. Prerogatives: Powers of the Church Board shall be subject to limitations of the Articles of Incorporation of this corporation, the provisions of this code of Constitution and Bylaws as it now consists or may be from time to time amended, the law of the State of California, and other local laws that might govern or restrict such powers. All corporate powers of this Church shall be exercised by or under the authority of the Church Board. Without limiting the general powers of the Church Board, they shall be empowered in the following areas: 1) The Pastor, in consultation with the deacons shall select, remove, and determine compensation, for all employees of the church. The deacon board shall be responsible for determining the compensation of the Lead Pastor, including but not to be limited to salary, retirement, benefits, vacations, outside ministries, etc. 2) To conduct, manage and control the affairs and business of this Church, and to make rules, regulations, and policies not inconsistent with Biblical Principals, this Constitution and Bylaws, State and/or Local law, the Articles of Incorporation of this corporation, and any good business practice; and, 15

Section 3. Officers of the Corporation 3) To borrow money and incur indebtedness in the course of business of this Church, and for that purpose to cause to be executed and delivered in the name of this corporation promissory notes, bonds, deeds of trust, mortgages, pledges, or other evidences of indebtedness or securities, subject to pertinent law and regulations, further subject to the provisions of the Constitution of this Church; and, 4) To take and hold as custodians and Trustees for the use and benefit of the Church all of its property, being responsible for the maintenance, cleanliness and safety of the church campus. 5) The Church Board shall meet monthly or as need may require. A. Qualifications: The number of Officers of the Corporation necessary to comply with the Articles of Incorporation in the State of California shall be appointed by the Church Board according to Article 8, Section 3 of this Church s Constitution. Officers shall be deacons currently serving on the Church Board. B. Duties: In their various capacities the Officers of the Corporation shall keep the minutes of all official meetings of the Church Board, the Annual Business Meeting, and Special Business Meetings of this Church. They shall keep a record of the Active Membership of this Church and perform any other work necessary to the proper discharge of their duties. They shall be the custodian of all legal documents and shall be in charge of the corporate seal. They shall file such annual corporation reports with the Secretary of State as may be required by state law. Section 4. Associate Pastors The Pastor, with the deacons, shall ensure that all Associate Pastors have sound theological training, a ministerial credential (or the willingness to pursue one), are of mature Christian experience, and possess the necessary qualifications and experience to fulfill their specific ministry. They shall be accountable to the Pastor and the Church Board in all matters of conduct and doctrine. ARTICLE 5. MINISTRIES The Pastor and ministry leaders, in coordination with the Church Board, shall create and maintain such ministries as may be necessary to fulfill this Church s Biblical purpose of bringing every person in our church family to full devotion to Jesus Christ. All ministries, including any Christian school, shall be subordinate to the Pastor and the Church Board. 16

ARTICLE 6. ELECTIONS AND VACANCIES Section 1. Election of the Pastor A. Nomination: The Nominating Committee shall consist of the Church Board, and may include other active members, for the purpose of screening and presenting the name of one qualified candidate to the Active Membership for their consideration. They shall seek prayerful and judicious counsel and may seek the assistance of leadership in the Assemblies of God in the screening and selection of a candidate. Provision shall be made for the active membership to suggest names of potential candidates to the Church Board and Nominating Committee. B. Election: When a candidate has been selected, they shall arrange for the candidate to present their ministry to this church family. Voting shall be by secret ballot and shall require a two-thirds majority vote of the Active Membership present and voting to be declared an election. The term of the Pastor shall be for an indefinite period. Section 2. Election of Deacons A. Nomination: The Nominating Committee shall consist of the Church Board, and may include other active members, for the purpose of screening and presenting Biblically qualified deacon nominees to the Active Membership at the Annual Business Meeting. Provision shall be made for the active membership to suggest names of potential candidates to the Church Board and Nominating Committee. The Pastor shall chair the Nominating Committee. The Nominating Committee shall present at least two names from the Active Membership Roster for each vacancy, and the names of those nominated shall be made public at least twenty (20) days prior to the Annual Business Meeting. B. Election: Deacons shall be elected by a simple majority vote taken by secret ballot by the membership, voting for one nominee per vacancy on each ballot. Each deacon s term of service shall be for three years from the time of election. No deacon may serve more than two consecutive terms (the fulfillment of an unexpired term on the Church Board, by an appointee, does not constitute a term ); however, having served two consecutive terms, an individual may be 17

considered for election after one year off the Church Board. If an election is not declared by the second ballot, the nominee receiving the least amount of votes shall be dropped and the balloting shall resume. If no election is declared on the third or subsequent balloting, the nominee(s) receiving the least amount of votes cast will be dropped until an election (s) has been declared. Proxy voting shall not be allowed in the conduct of any business at any Annual or Special Business Meeting of this church family. Section 3. Vacancies and Removals A. Pastor: 1. In the event the Pastor resigns, dies, or is unable to fulfill his duties, the deacons shall make provision for the pastorate to be filled in accordance with Article 6, Section 1 of these Bylaws, or provide for an interim pastor. 2. In the event the Pastor has a biblical charge against him, authority is vested in the deacons to ask for his resignation. If such request is refused, the pastorate shall not be considered vacant until the action of the deacons is confirmed through a secret ballot by a two-thirds majority vote of the Active Members present and voting at a Special Business Meeting for such purpose, notice of this Special Business Meeting having been given at least twenty (20) days prior. This Special Business Meeting shall be presided over by a District Official of the Northern California - Nevada District Council of the Assemblies of God. In the event the Pastor is not re-elected, he shall be granted a severance package deemed appropriate by the Church Board. B. Deacons: Should a vacancy occur on the Church Board, for any reason, the Church Board may appoint an Active Member to fulfill the unexpired term. Section 1. Business Meetings ARTICLE 7. MEETINGS There shall be an Annual Business Meeting of this Church at which time reports shall be given and the election of deacons shall take place. The active membership shall be notified thirty (30) days preceding the meeting, which shall be held no later than April 30 of each year. Special business meetings may be called at the discretion of the Church Board, with notice to the Active Membership having been notified thirty (30) days preceding the meeting. Section 2. Special Business Meetings 18

Special Business Meetings of this Church may be called when necessary by the Pastor, or by a majority of the Church Board, or by petition having been signed by not less than one-third of the Active Membership. The petition shall be given to the Pastor or Corporate Secretary who will coordinate with the Church Board to set the date of the meeting. Due notice shall be given at least thirty (30) days prior to the meeting. Section 3. Quorum Those Active Members present at a duly called Annual or Special Business Meeting of this Church shall constitute a quorum, and may conduct official business. Section 1. Authority ARTICLE 8. PROPERTY The Church Board, in Corporate name, shall have the authority to buy, take, lease, or otherwise acquire, own, hold in trust, use, sell, convey, mortgage, lease or otherwise dispose of such property, real, personal and mixed, tangible and intangible or whatsoever kind as may be useful for the furtherance of its purposes, as long as these transactions are consistent with its objectives and purposes; all in accordance with its Constitution and Bylaws as the same may be hereafter amended. Section 2. Active Members Consent No real properties of this Church shall be bought, taken or otherwise acquired, sold, or otherwise alienated without the same having been authorized by a simple majority vote of the Active Members present and voting at an Annual or Special Business Meeting called for such purpose. Section 3. Proprietary Information All information pertaining to Active Members or other adherents of this Church shall be considered proprietary at all times, and may not be used for any solicitation or communication not approved by the Church Board. This shall include, but not be limited to: the Active Membership Roster, Church Directories of any kind, websites, e- mail addresses or any other form of information (electronic, tangible or intangible) gathered by church leadership for internal uses. Written permission in advance must be obtained from the church Administrator or the Church Board by any person or persons who wish to access any church information for other than ordinary church activities. Section 4. Execute Legal Documents 19

The Officers of the Corporation, or anyone they have authorized to act on their behalf, may sign, execute and deliver in the name and behalf of this Church all necessary instruments affecting the properties of this Church that have been authorized by this Church, and when required shall furnish certificates that the same has been duly authorized. Section 5. Dissolution of Corporation The property of this Corporation is irrevocably dedicated to religious purposes, and no part of the net income or assets of this Corporation shall ever inure to the benefit of any Officer, member, or private person. In the event this Corporation ceases to function as a Church, then all Corporate property, real or chattel, shall be distributed to the Northern California - Nevada District Council of the Assemblies of God; or if it is not so then existing and exempt, then to the General Council of the Assemblies of God, a Missouri Nonprofit Corporation. ARTICLE 9. BUSINESS MEETINGS Section 1. Parliamentary Procedure In order to facilitate the conducting of business in an orderly manner, business meetings shall be governed by these Constitution & Bylaws and the accepted rules of Parliamentary Procedure as stated in Robert s Rules of Order Newly Revised. All business should be conducted in the spirit of Christian love, according to Biblical principles, and in a manner that is honoring to God. Section 2. Order of Business The regular business for the Annual Business Meeting of this Church may include: Devotions, worship, prayer, memorials Minutes Election of deacons Financial report Pastor s report New business Adjournment ARTICLE 10. AMENDMENTS Amendments to these Bylaws may be adopted at any Annual or Special Business Meeting of this Church by a simple majority vote of the Active Membership present and voting, providing 20

due notice of the proposed amendment(s) has been communicated to the Active Membership at least thirty (30) days prior to the meeting. 21