STATE OF ALABAMA MARSHALL COUNTY ARTICLES OF INCORPORATION OF The undersigned, acting under the authority granted same by members of the Solitude Baptist Church of Marshall County, Alabama, in duly called and held business meeting (church conference) held on May 3, 2015 of Solitude Baptist Church,congregation, and further acting by resolution as the incorporates of the Solitude Baptist Church under authority of the Code of Alabama, 1975, as amended, and qualifying as a church and meeting requirements of 501 (c) (3) of the Internal Revenue Code or any successor of same and said sections 10-3A-1 et seq. of the Code of Alabama, 1975 (Alabama Non-Profit Corporation Act, 1984), as amended or any successors of same, do hereby make, declare and file the following Articles of Incorporation. ARTICLE I NAME AND LOCATION The name of this corporation shall be Solitude Baptist Church of Marshall County, (herein after at times referred to as Solitude Baptist Church, the church, or incorporated church) located at 2935 Solitude Road, Albertville, Alabama 35950. ARTICLE II PURPOSE STATEMENT The purpose of Solitude Baptist Church is: to maintain a continuing vital relationship with God through Jesus Christ and to bring all mankind into this relationship by exalting Him and seeking to fulfill the Great Commission by meaningful worship, prayer and equipping His people for ministry and service. Voting Copy 4/12/15 Page 1 of 8
ARTICLE III STATEMENT OF BASIC BELIEFS We affirm the HOLY BIBLE as the inspired word of God and the basis for our beliefs. This church practices and holds fast to the doctrinal statement of The Baptist Faith and Message as adopted by the Southern Baptist Convention in 2000. We voluntarily band ourselves together as a body of baptized believers in Jesus Christ personally committed to sharing the good news of salvation to lost mankind. ARTICLE IV CORE VALUES Below is a summary of 7 of the 18 Core Values of the Church as outlined in The Baptist Faith and Message as adopted by the Southern Baptist Convention in 2000: 1. Scriptures The Holy Bible was written by men divinely inspired and is God's revelation of Himself to man. It has God for its author, salvation for its end, and truth, without any mixture of error, for its matter. 2. God There is one and only one living, true and eternal God. God is infinite in holiness and all other perfections. God is all powerful, all knowing and all present. The eternal triune God reveals Himself to us as Father, Son, and Holy Spirit, with distinct personal attributes, but without division of nature, essence, or being. 3. Salvation Salvation involves the redemption of the whole man, and is offered freely to all who accept Jesus Christ as Lord and Savior, who by His own blood obtained eternal redemption for the believer. There is no salvation apart from personal faith in Jesus Christ as Lord. 4. Church Ordinances Christian baptism which is preceded by salvation is the immersion of a believer in water in the name of the Father, the Son, and the Holy Spirit. It is an act of obedience symbolizing the believer's faith in a crucified, buried, and risen Savior, the believer's death to sin, the burial of the old life, and the resurrection to walk in newness of life in Christ Jesus. The Lord's Supper is a symbolic act of obedience whereby those who have experienced salvation, partake of the bread and the fruit of the vine, thus memorializing the death of the Christ in anticipation of His second coming. Voting Copy 4/12/15 Page 2 of 8
5. Stewardship God is the source of all blessings, temporal and spiritual; all that we have and are we owe to Him. According to the Scriptures, Christians should contribute of their means cheerfully, regularly, systematically, proportionately (beginning with a tithe), and liberally for the advancement of Christ s cause on earth. 6. The Family God has ordained the family as the foundational institution of human society. It is composed of persons related to one another by marriage, blood, or adoption. Marriage is the joining of one man and one woman with the promise of being faithful to one another for a lifetime. 7. The Christian and the Social Order All Christians have a responsibility to try to make the will of Christ first in our own lives and in the world. The ways and methods used to improve society and to create righteousness among men can be very helpful. These changes are helpful only if they come because of the rebirth of the person by the saving grace of God in Jesus Christ. Just like Christ, Christians should be against racial discrimination, every form of greed, self-interest, and evil, and all forms of sexual wrongdoing, including adultery, homosexuality, and pornography. We should work to provide for orphans, the poor, the abused, the old, the weak, and the sick. We should speak for the unborn. We should insist on the holiness of all human life from its creation to natural death. Every Christian should try to bring business, government, and all people under the influence of righteousness, truth, and brotherly love. To do this Christians should be ready to work with all men of good will in any good cause. Christians should always be careful to act in love without giving up their loyalty to Christ and His truth. ARTICLE V EXISTENCE The existence of this corporation shall be perpetual. Voting Copy 4/12/15 Page 3 of 8
ARTICLE VI QUALIFICATION OF MEMBERS AND MANNER OF ADMISSION This is a sovereign and democratic Baptist church under the lordship of Jesus Christ. The membership retains unto itself the exclusive right of self-government in all phases of the spiritual and temporal life of this church. The membership retains the exclusive right to determine who shall be members of this church and the conditions of such membership. Procedures for admission, dismissal, and transfer shall be as provided by the Bylaws of Solitude Baptist Church. ARTICLE VII ADMINISTRATION OF CHURCH AFFAIRS The nature of the said corporation is a Christian, religious organization which shall also have the authority to function as a religious, charitable, benevolent and educational corporation. Further the Solitude Baptist Church shall have all the power as defined in the Code of Alabama of 1975, 10A-20-2 et seq. The government of this church is vested in the body of believers who are duly received as members as defined in the Bylaws. All internal groups created and empowered by the church shall report to and be accountable only to the church, unless otherwise specified by church action. Solitude Baptist Church shall be autonomous and independent of any outside ecclesiastical control, however, by consent of its members, it may participate jointly with various entities of the Southern Baptist Convention, the Alabama Baptist State Convention, the Marshall Baptist Association, various other Baptist Associations, other Baptist churches, other religious, charitable, benevolent and educational groups and individuals to further all and any of the purposes set out herein above. Solitude Baptist Church sitting and acting in a duly called and held church conference (business meeting) shall be the final authority in all of its affairs. The material and business affairs of Solitude Baptist Church are to be administered by the following Board of Trustees under the direction of the church membership: Voting Copy 4/12/15 Page 4 of 8
1. Number 2. Duties The trustees shall be at least three (3) in number of the church membership. The trustees shall be responsible for the following: a. Execute deeds, deeds of trust, mortgages, promissory notes, or other pecuniary actions only by direction of the church. Such instruments, when so directed by the church, shall be signed and /or attested by any two (2) trustees. b. Administer all trusts and gifts, other than cash, coming to the corporation by bequest or donation. c. Secure the proper legal protection of all property of the church, and see that all legal documents are stored in a safety deposit box, making annual inventories and written reports of these contents. 3. The title of all property shall be vested in the name of Solitude Baptist Church of Marshall County. 4. In the absence of the availability of the requisite number of trustees, the Chair or Vice-Chair of Deacons, as defined in the Bylaws, may serve as replacements. ARTICLE VIII CHURCH CONFERENCE (BUSINESS MEETING) The church conference (business meeting) may be held on any regularly scheduled Sunday or Wednesday worship service or any specifically scheduled and publicized business meeting of the members of Solitude Baptist Church. The Bylaws of same shall provide for regularly scheduled meetings called for the transaction of special business. The quorum required for the transaction of business shall be as provided in the Bylaws of Solitude Baptist Church. Voting Copy 4/12/15 Page 5 of 8
ARTICLE IX BYLAWS The Bylaws of Solitude Baptist Church may be adopted by a two-thirds vote of those members present and voting when Solitude Baptist Church is sitting in duly called and held church conference (business meeting). The Bylaws may be amended, altered or restricted by Solitude Baptist Church sitting in church conference (business meeting) as provided and allowed by the church's Bylaws. ARTICLE X AMENDMENTS TO ARTICLES OF INCORPORATION Amendments to the Articles of Incorporation are presented in writing or electronically, given to the members present at two consecutive business meetings with two thirds of members attending required for approval at both meetings. Rationale and discussion are allowed in both meetings. If the meetings are not consecutive, the process starts over. ARTICLE XI ELECTIONS Solitude Baptist Church shall hold elections at such time and in such manner as designated in the Bylaws; regular elections shall occur annually, unless provided for differently. Special elections may occur more frequently as determined by the members of Solitude Baptist Church. All Trustees, active deacons, officers and committee persons shall be elected or appointed in accordance with the Bylaws of Solitude Baptist Church. Vacancies shall be filled as provided in the Bylaws. ARTICLE XII DISCHARGE OF TRUSTEES, DEACONS, OFFICERS AND COMMITTEE PERSONS Any Trustee, active deacon, officer or committee person may be discharged by a majority vote of Solitude Baptist Church members sitting in a duly called and held church conference (business meeting) for any cause Solitude Baptist Church deems advisable; provided, however, any Trustee, deacon, officer or committee member or their designate shall be given an opportunity to defend himself/herself either before or during such church conference (business meeting). Further details may be set out in the Bylaws of Solitude Baptist Church. Voting Copy 4/12/15 Page 6 of 8
ARTICLE XIII TRANSFER OF ASSETS IN THE EVENT OF DISSOLUTION If Solitude Baptist Church should ever be dissolved, all of its assets remaining after payment and satisfaction of all its costs, and indebtedness, including the expenses of dissolution shall be distributed to the Marshall Baptist Association, which is qualified for exemption under Section 501 (c) (3) of the Internal Revenue Code or any successor to said Section. In the event that the Marshall Baptist Association is not qualified for exemption, the Alabama Baptist State Convention shall be designated. ARTICLE XIV NUMBER, NAME, POSITION AND ADDRESS OF TRUSTEES TO SERVE UNTIL THE FIRST ELECTION FOLLOWING INCORPORATION 1. Jerry Hudgins, 609 Layton Avenue, Albertville, AL 35950 2. Wendell Grimes, 3410 Turnpike Road, Albertville, AL 35950 3. Larry Woods, 5739 Cherry Wood Drive, Guntersville, AL 35976 ARTICLE XV INITIAL REGISTRAR AGENT/OFFICE The location and street address of the initial registered office is: 2935 Solitude Road Albertville, AL 35950 and the name of the initial registered agent/representative of Solitude Baptist Church is: Joey Cannady Voting Copy 4/12/15 Page 7 of 8
ARTICLE XVI The incorporator(s) of Solitude Baptist Church are: Jerry Hudgins Larry Woods Wendell Grimes Joey Cannady Sarah Godwin ARTICLE XVII The undersigned, president of the board of trustees, and the secretary of the board of trustees certify that the issuance of the articles of incorporation were duly authorized by the adoption of a resolution of its members in a duly called and held church conference (business meeting) of Solitude Baptist Church and further authorized by a motion of the board of trustees of Solitude Baptist Church. Voting Copy 4/12/15 Page 8 of 8