Congregational Meeting Minutes
Sunday June 28
Quorum was established with 34 members in attendance.
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Welcome & Prayer (Ben)
o Pastor Ben opened the meeting in prayer.
Thank yous to Leadership ending their terms (Ben)
Leadership Reports (Bruce and Betsy)
o Outgoing Council President Betsy Erickson shared updates on the work of the council. (See
attached)
 Urban Grace is in a stable place due to the hard work of the staff and going forward
this will allow us to do more work in the community and more work growing
together as a congregation.
 Due to the size, condition and age of the building we have ongoing challenges. The
staff, trustees and council are always looking for creative ways to use the building.
We have been looking at other small congregations with historic buildings in
downtown settings to see what they do to sustain themselves. We are looking for
groups and individuals who can assist us with strategic planning, repair,
preservation and use when it comes to the building.
 We are a unique and beautiful church in the downtown area and that is our
opportunity.
o Outgoing Trustee President Bruce Erickson shared updates on the work of the trustees.
(See attached)
 Several years ago the trustees set out to improve the income generation
opportunities for the church. Facility Director Adam Ydstie worked hard to help us
achieve this through tenants and events and has done a great job. However, it’s a
challenge to continually secure events.
 Adam also recently decided to leave his post at Urban Grace to work in the
restaurant industry and we should thank him for his great work. Adam’s departure
has allowed the staff to rethink the staffing model for the building which we think
we will help us going forward.
 We were pleased to accomplish some updates in the lower temple kitchen. Now we
are facing repairs needed with our furnace, some plumbing and some sidewalk
repairs as required by the City of Tacoma.
 The December through February Living and Giving Generously campaign was a
success and has helped us plan for the church budget going into this new fiscal year.
 We have faced many financial challenges in years past, but have been able to move
forward because staff work hard to keep costs low, but also because our staff have
received wages more modest than the market suggests. In this year’s budget, we are
pleased to increase compensation with our staff members to honor their hard work.
 We made some adjustments to stay in compliance with new healthcare laws as well
as employer laws.
 We are thankful for the new trustees who will bring skills and ideas to help continue
this work.
Budget Presentations (Bruce) & Vote (Ben)
o The July 2015 – June 2016 Church Budget and Facility Budget was presented for the
approval from the congregation. A vote was held and the proposed budgets passed
unanimously.
New Council member presentation (Jasmine) & Vote (Ben)
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o A Committee made up of Jasmine Bradford, Helen Wylie and Brandon McGhinnis
recommended Centell Jackson and John Woo to be elected to the Urban Grace Council. A
vote was held and the proposed recommendations passed unanimously.
Constitutional Revisions
o Membership and Vote (Ben)
 Pastor Ben underwent some research and due diligence recently on the issue of
membership.
 He found that churches and congregants relationships with “membership” in
the traditional sense has changed. The concept of belonging and journeying
with a group of people resonated with Ben as important values within the
concept of membership.
 Currently our membership structure relies on a statement of faith from an
interested individual, a conversation with Pastor Ben and a vote of approval
by the Council. But the process required individuals agreeing to things like
the Nicene Creed, and this felt at odds with the values of our church and our
intention to be welcoming, even to those who have uncertainty of what
exactly they believe.
 Pastor Ben and the Council have suggested language amendments to the Urban
Grace Constitution and Bylaws that address membership concerns and are a better
fit with the culture of the church.
 The three step process of (1) individuals expressing interest in membership, (2) a
conversation with Pastor Ben, and (3) a vote of approval by the council.
 Membership is still required to vote at congregational meetings, serve on the council
or serve on the board.
A vote was held on proposed membership amendments to the Urban Grace
Constitution and Bylaws and was passed unanimously.
o Congregational Meeting Quantity (Betsy) and Vote (Ben)
 A vote was held on proposed congregational meeting quantity amendments to the
Urban Grace Constitution and Bylaws and was passed unanimously.
o Council Quorum (Betsy) and Vote (Ben)
 A vote was held on proposed council quorum amendments to the Urban Grace
Constitution and Bylaws and was passed unanimously.
Presenting New Congregational Members & New Trustee Members (Betsy)
o Betsy Erickson introduced two Urban Grace members – Zac Dillon and Mandla Kaunda.
o Betsy introduced new trustee members recently appointed by the Council – Darcy Nelson,
Zac Dillon and Mandla Kaunda.
Hospitality Policy changes (Betsy)
o Betsy provided an update on a recent council vote to expand the hospitality policy and
allow alcohol at church related events on a case by case basis as determined appropriate by
the Council and Pastor Ben.
Closing Thoughts and Looking Ahead (Ben)
o Pastor Ben provided closing thoughts which including highlights of upcoming events and
adjourned the meeting.
Adjournment
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Council Report: June 2015
This will be a brief report primarily because we have so much to cover in this meeting but also because in
May’s Chimes and Urban Grace website there was a detailed written report from the council which I don’t
want to duplicate.
There are just a few general things I want you to be aware of at Urban Grace.
The first is that as a church, we are in a good place. Things are stable, in a large part thanks to Ben and
the staff. Going forward, this will allow us to grow in more specific areas we have not been able to work
on as much we would have liked, such as serving our community more often and in bigger ways, and
getting together as a congregation more often just to name a few. I look forward to seeing us continue to
grow and develop.
Secondly, we love our church building but it is a complicated relationship. The size and age of this
building presents many opportunities but also many challenges. The council, trustees and staff are
always looking for creative ways to use and maintain our building. We are currently looking into how
other smaller urban ministries in Tacoma and Seattle are using their buildings to serve their communities
and what outside resources are available for repair and upkeep of those larger, often historic, buildings
which have big upkeep and repair costs. With ever increasing repair possibilities looming on our
horizon, we are in the very beginning stages of exploring organizations that come alongside small groups
to offer assistance and expertise in strategic planning, grant acquisition, repair, preservation, and use of
old historic buildings. It has been encouraging to get additional information and ideas as we work on
how to be the best stewards of this property we have been entrusted.
Urban Grace is a unique and beautiful place where God is glorified, and all are welcome, regardless of
where you are in your faith or personal journey. It has been by pleasure to serve here these past four
years.
Trustee Report Urban Grace Annual Business Meeting - June 28, 2015
Utilization of the building: Two years ago we set out on a plan to strengthen the income contribution
of the building. With Adam Ydstie, our full time Events and Facilities Director during this time, we have
enjoyed another strong year in terms of leasing office spaces. As Adam is moving on to a new
opportunity in the restaurant business, we are thankful for the great contribution he has made. A lot of
that hard work has gone into promoting the event space of our building, and we have seen some success,
but have also learned that it is a significant challenge to produce a steady income through events. In
response, the proposed facilities budget includes a staffing plan focused more on the physical needs of
the building, and tenant relations.
Challenges of maintaining our building: Our building is amazing in how durable it is, but can also
present some significant challenges when things break. We were pleased to see some encouraging
improvements take place in our Lower Temple Kitchen this year, but also recognize that some important
projects are still ahead of us, including repair of an extremely old furnace, a men’s bathroom plumbing
quandary, and our notification from the City that we will be required to fund repairs to the sidewalks
immediately surrounding the building. Our facilities budget is designed to address these challenges in
the new fiscal year.
Increasing the financial support in the church: Last fall we focused on better communicating the
financial needs of the church, and this culminated in the Giving Generously and Living Generously
opportunities, to which you responded in a big way. The year-end giving, and the commitment to provide
a higher level of support going forward have been critically important to the church, and is an important
factor in the church budget you will be considering in a just a few moments.
Caring for our staff: Our financial challenges these past few years were eased by the commitment of
our staff to not only operate on a tight budget, but also serve at wages that have not been competitive in
our local labor market. Knowing the desire of the church to fairly compensate its employees, we engaged
in a focused effort this year to research wages and benefits in our area and position the church to address
this important issue. We are pleased to have included in the budget for the coming year a plan for fair
compensation. This year we also made some adjustments in our benefit plan for our full-time employees
in relation to the Affordable Care Act, and in the process have identified a need to review and update our
employment practices in the coming year. We are thankful for the incoming new Trustees, who are
bringing skills and wisdom to help us with this.
Urban Grace Church Budget
July 2015 - June 2016
Budget 2014-15
Predicted Actuals 2014-15*
Proposed Budget 2015-16
131,176.00
$
144,500.00
$
155,000.00
$
15,000.00
300.00
146,476.00
$
$
$
$
17,394.00
328.00
162,222.00
$
$
$
$
15,000.00
170,000.00
TOTAL
$
99,877.00
$
100,201.00
$
105,324.13
TOTAL
$
3,450.00
$
2,635.00
$
3,550.00
TOTAL
$
1,802.00
$
500.00
$
2,050.00
TOTAL
$
8,970.00
$
6,817.00
$
10,150.00
TOTAL
$
25,015.00
$
24,404.00
$
37,400.00
TOTAL
$
750.00
$
305.00
$
750.00
TOTAL
$
500.00
$
65.00
$
500.00
TOTAL
$
4,225.00
$
3,032.00
$
5,200.00
TOTAL
$
1,500.00
$
$
2,000.00
TOTAL EXPENSES
$
146,089.00
$
137,959.00
$
166,924.13
$
387.00
$
24,263.00
$
3,075.88
INCOME
Individual Giving
Special Undesignated
Designated Asks
Other
TOTAL INCOME
EXPENSES
Personnel
Programs
Missions
Operations
Facilities & Insurance
Equipment
Travel
Meetings & Trainings
Consulting & Contracts
Balance Remaining
-
*Predicted Actuals annualized through May 2015
Church Budget Highlights
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We are encouraged that the church will surpass its budget for income in the current year. This is
the first time we have achieved this much growth in many years. This resulted from an increase in
both attendance and giving per person. In studying the trends in giving, we are confident in
forecasting an increase of 7% in income, which has been included in the 2015-16 budget.
Given a healthier financial position compared to one year ago, the church is now able to handle a
greater share of its true expenses; first and foremost increasing salary for Pastor Ben and our
Director of Operations, Jen, to be closer to community norms. This increase will allow Ben to meet
Presbytery minimums in order to be involved in their benefit system. Secondly, we are looking to
allocate funds to assessing the building's needs and covering the larger projects that we know
need to be addressed (plumbing, sidewalks, lighting, and more). The remaining expense changes
are minor shifts in anticipation for the year ahead and providing support towards staff
development.
Urban Grace Facility Budget
July 2015 - June 2016
Budget 2014-15
INCOME
12 month tenants
Multi week tenants
Weddings
Other Events
Special Undesignated Income
TOTAL INCOME
Predicted Actuals 2014-15*
Proposed Budget 2015-16
$
$
$
$
$
$
102,401.76
3,530.00
8,863.00
11,782.00
126,576.76
$
$
$
$
$
$
95,199.00
7,138.00
14,145.00
2,865.00
119,347.00
$
$
$
$
$
$
104,472.00
500.00
4,000.00
8,000.00
3,000.00
119,972.00
TOTAL
$
79,972.00
$
72,864.00
$
65,807.00
TOTAL
$
1,550.00
$
1,624.00
$
1,800.00
TOTAL
$
44,233.00
$
42,673.00
$
48,700.00
$
750.00
$
4,364.00
$
750.00
TOTAL EXPENSES
$
126,505.00
$
121,525.00
$
117,057.00
BALANCE REMAINING
$
71.76
$
(2,178.00)
$
2,915.00
EXPENSES
Personnel
Administration
Operations
Equipment
TOTAL
Note $1200 given in 2013-14
for equipment purchased in
2014-15
*Predicted Actuals annualized through May 2015
Facility Budget Highlights
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In the past year, our building has almost reached capacity for office space usage and we have
additionally had multiple events throughout each month. We feel our 12 month tenants are stable
and have created the budget for income based on these numbers for next year.
With the departure of our Events & Facilities Director, Adam, we were able to restructure the
Facilities staff in a way that we feel will benefit the current status of the building. We are moving
our focus from increasing rentals and events to overall upkeep and maintenance of the building.
We have added custodial hours and hired a part-time maintenance superintendent. Even with
these shifts, our overall Personnel totals are considerably less than last year.
Constitution & Bylaws Proposed Changes Narrative
This document details the proposed changes to our Constitution & Bylaws and explains the Core Leadership
Council (CLC or Council) and Pastor’s reasons for proposing these changes.
Membership (Article 2)
(A note from Pastor Ben)
In my very first Council meeting 18 months ago, I was introduced to an ongoing conversation, what to do
with membership? The leadership at Urban Grace were responding to feedback from an increasing number of
devoted Urban Grace folks who had no interest in membership. The leadership identified that the sharp distinction
between those who “belong” to the church and those who “do not belong” felt like awkward language that was at
odds with the culture of our church. Additionally, our Constitution currently requires that in order for someone to
“qualify” for membership they must present “an acceptable statement of faith in Jesus Christ and affirmation of
Christian experience and baptism.” The process whereby the Pastor and Council judge the acceptability of one’s
theology seemed in tension with our identity as an inclusive church that welcomes those whose questions remain
yet unresolved. As I met with folks who were interested in joining the church, I felt this tension and I began to
research the history, theology, and contemporary understandings of membership.
One of the most helpful voices I found was Diana Butler Bass. In her recent book Christianity After Religion,
she explores ideas of Christian identity and belonging. She explains that previous generations identified foremost
by their congregational or denominational affiliation, this was their starting point and from this point they set out
on the journey of faith. This has flipped. For many American Christians identity is not formed before the journey
(spiritual or experiential), rather their identity is who the journey has formed them to be. “Saying ‘I am going to…’
indicates a sense of where one is heading and with whom one is moving. Church is no longer membership in an
institution, but a journey toward the possibility of a relationship with people, a community, a tradition, a sacred space,
and, of course, God.”
I think this helps us understand the resistance of very active congregants towards membership; people
want to go on that journey, but they want that journey to define who they are and who they will become, rather
than having their spiritual identity predetermined. My desire is that our definition of membership would not be a
barrier on their journey towards Christ.
These perspectives were important in understanding our church, but we also knew that there are very
important reasons for membership to exist. We heard the perspectives of those in our community who had not
been able to join other churches and were empowered by a formal membership process. We also recognized the
legal protections that membership provides as a congregational church that uses congregational votes to make
important decisions about our leadership and assets.
During our Leadership Retreat this fall, we had a lengthy discussion revisiting membership. At some point
I shared that I felt it would be unwise to get rid of membership, but I wished that we could redefine our criteria so
that it better reflected the culture of our church. I said something like, “If I were to start from scratch, I would have
the criteria simply be, do you love God, love people, and follow Jesus?” The Council further discussed the issue and
we decided to propose keeping membership in its current form but make the following changes to the language of
the Constitution & Bylaws (see attached, Article 2):
1) we propose changing Article 2, Section 1 from “qualifications for membership” to “basis for
membership”
2) We propose replacing Article 2, Section 2 detailing process with the following,
SECTION 2 PROCESS
2.2.1 Review of basis for membership with prospective members.
 Express to pastor an earnest desire to love God, love one another, and follow Jesus.
 Express to pastor a commitment to serve Urban Grace Church.
2.2.2 Prospective members will be voted on by Church Leadership Council (CLC).
2.2.3 Approved members will be presented to the congregation at the next congregational meeting.
2.4.1 See attached (Transfer of membership would now be approved by a vote of the CLC rather than
the whole congregation)
2.4.2 Membership status will be reviewed by the CLC for any member who no longer meets the basis of
membership or demonstrates grievous behavior.
We feel these changes will reflect the mission and culture of the church, but more importantly we believe
these changes reflect the teachings of Jesus. When Jesus called people to follow him, he did not interview them to
check their perfect theology, nor did he ask them to first go and get baptized. Rather he asked them to “come,
follow me.” I think the story Zacchaeus is a great example of how Jesus called people to follow. When Jesus called
out to Zacchaeus, Zacchaeus was merely a sinful man who wanted to see Jesus; he had yet to be baptized and yet to
repent, but Jesus welcomed him. Those who know the rest of the story know that Zacchaeus radically changed his
life, but the change was in response to an invitation from Christ rather than a requirement to receive that
invitation.
My hope is that membership at Urban Grace mirrors this same process, where people feel welcomed to
participate fully in our church from the beginning of their journey—that membership will not be seen as an arrival,
but an expression that one desires to begin a journey of seeking Christ with the Urban Grace community. We
believe that the proposed changes reflect how we at Urban Grace are being called to share the love of Christ to
Tacoma.
Ben
Additionally, the Council and Pastor felt baptism was still an important sacrament in the life of the church
but was not an appropriate “basis” for membership and should be moved elsewhere in the document. The
following statement is proposed to be added to the Doctrine section of our Constitution & Bylaws (Section 4):
1.4.2 This church believes in and encourages the practice of the sacraments of Baptism as an
expression of faith and Holy Communion as an open table where all are welcome to participate.
Congregational Meetings (4.6.3.)
The current language states that we are required to have at least four congregational meetings per year. We have
found that facilitating this many congregational meetings within a year has become cumbersome and unnecessary.
It is difficult to entice members to attend congregational meetings in the first place, but if we have too many, it is
exponentially difficult. After further research at other churches, we found that four meetings in a year were almost
double what most churches were requiring.
Also, the information communicated at the required amount of meetings is often redundant to what has
already been communicated through our monthly newsletter and other communication methods. If changes are
approved, the leadership and staff commit to regular written updates through our printed and e-newsletter as well
as other consistent communication about the state of the church. The Council proposes that we have two required
meetings and more can be scheduled as needed.
Quorum (4.9.3.)
The current language states that the Core Leadership Council (CLC) must have 60% attendance in order to reach
quorum and therefore approve any proposals during a meeting. At this time, the CLC can have anywhere from 5-7
members. We believe that because of this variance in amount of people we might have on the CLC at any one time it
is adequate to have at least 51% of CLC members in attendance in order to approve proposals.
Urban Grace
The Downtown Church
CONSTITUTION & BYLAWS
Last Revised March 2014
ARTICLE 1
CORPORATE NAME AND CHARACTER
SECTION 1 NAME AND INCORPORATION
1.1.1. The name of this church shall be Urban Grace—The Downtown Church. This church was
organized on March 28, 1883 and incorporated under the laws of the Territory of Washington. The
articles of incorporation were filed December 26, 1883. The original name of incorporation was First
Baptist Church of New Tacoma.
SECTION 2 PURPOSE
1.2.1 The purpose of this church shall be the advancement of the Kingdom of God. It shall seek to
attain this end through public worship of God, preaching the Gospel, consistent Christian living by its
members, personal evangelism, missionary work, and Christian education. It seeks to be ecumenical
in flavor and to honor the worship traditions of its affiliate participants. It seeks to focus its outreach on
urban publics in areas around the location of the church building.
SECTION 3 POLICY
1.3.1 The government of this church shall be vested in the body that composes its membership. It shall,
however; maintain affiliation and cooperation with the Evergreen Baptist Association of American
Baptist Churches and the American Baptist Churches of the USA. Further, it shall be affiliated or
partnered with other Christian groups as may seem advisable and as approved by the membership.
“Other Christian groups” includes congregations and judicatories.
SECTION 4 DOCTRINE
1.4.1 This church accepts the Holy Scriptures as the authoritative basis for its doctrine and practice and
commends its members to those principles of Christian faith and conduct taught therein. The Apostle’s
Creed and the Athanasian Creed are deemed useful as guides to faith and practice.
1.4.2. This church believes in and encourages the practice of the sacraments of Baptism as an
expression of faith and Holy Communion as an open table where all are welcome to participate.
ARTICLE 2 MEMBERSHIP
SECTION 1 Basis
2.1.1 Membership is based on an individual’s honest desire to love God, love one another and follow
Jesus Christ.
SECTION 2 PROCESS
2.2.1 Review of basis with prospective members.
 Express to pastor an earnest desire to love God, love one another, and follow Jesus.
 Express to pastor a commitment to serve Urban Grace Church.
 Baptism, whether as believer’s baptism or infant baptism, and by any mode, is accepted and
normally shall be set within an act of congregational worship. Infant dedication is also an
accepted practice. Acceptance or confirmation of faith is encouraged at the age of
accountability.
 Presentation of a letter of membership transfer from a church that is in substantial accord with
the views of faith and principles of this church. Urban Grace—The Downtown Church will accept
members of churches with which a covenant is maintained. Dual membership in Urban Grace-The Downtown Church and partner churches is permitted. Dual members have the voting
privileges of sole members.
 Presentation of an acceptable statement of faith in Jesus Christ and affirmation of Christian
experience and baptism.
2.2.2 Prospective members will be voted on by Church Leadership Council (CLC).
2.2.3 Approved members will be presented to the congregation at the next congregational meeting.
SECTION 3 INACTIVE MEMBERS
2.3.1 Any member who has been absent from the church for a period of one year without showing any
interest wherein by communication with the church or contribution to its support shall be declared
inactive. Persons declared inactive shall have no voting privileges.
2.3.2 The Church Council shall review the involvement of members annually to determine those
individuals who shall be placed on inactive status.
SECTION 4 DISMISSAL OF MEMBERS
2.4.1 A member in good standing may be transferred to the fellowship of another church that is in
substantial accord with the views of faith and practice of this church by letter of recommendation upon
approval of the Church Council and by vote of the membership.
2.4.2 Membership status will be reviewed by the CLC for any member who no longer meets the basis of
membership or demonstrates grievous behavior.
ARTICLE 3
PASTORAL STAFF
SECTION 1 CALLING A PASTOR
3.1.1 Upon the notice of the resignation or termination of the pastor(s), the Church Council shall
recommend to the church a Pulpit Committee of seven members who shall be representative of the
different age groups and interests of the church. It shall investigate each individual under consideration
in order to verify his/her ordination, administrative ability, personal character, education, ministerial
record, preaching ability, and fitness for this pastorate. When a suitable candidate is found, the
committee shall recommend him/her to the church for consideration, (see 4.5.2.)
3.1.2 The church shall follow the current published guidelines of the American Baptist Churches USA or
other partner denominational guidelines in calling a pastor.
3.1.3 The call of the pastor shall come before the church at a regular or special called meeting. Notice
of such a meeting and its purpose must be by announcement from the pulpit at two consecutive
Sunday morning.
3.4.2 A 75% affirmative vote of the active members present and qualified to vote, providing there are
present and voting 33% of the current active members, shall be necessary to extend a call. The vote
shall be by written ballot.
ARTICLE 4
ORGANIZATION
SECTION 1 CORE LEADERSHIP COUNCIL (CLC)
4.1.1 This team is composed of five to seven (5-7) members, the head pastor and any other pastoral or
staff the group deems fit. The CLC shall be responsible for the below areas, but subject to the total
church membership.
4.1.2 The CLC shall be the legal custodians of the corporation. Expenditure and commitment of
monies shall be under the direction of the CLC except it shall have no power to buy, sell, or mortgage
church property.
4.1.3 The CLC’s areas of focus shall be:
 Worship
 Spiritual Care
 Spiritual Formation
 Children, Youth and Family Ministry
 Nurturing Community
 Homeless Ministry
4.1.4 Responsibilities include:
 Personnel Decisions and Oversight
 Ministry Direction & Vision: Focused on Core Emphasis Areas
 Appointment and Management of the Board of Trustees
 Stewardship and Resource Development
4.1.5 Nominees to the CLC must be members of the church.
4.1.6 Removal of CLC members will be done by majority vote at a regularly scheduled meeting where
the item was placed on the written agenda distributed at least two weeks ahead.
SECTION 2 PASTOR
4.2.1 The Pastor’s areas of focus shall be:
 Worship
 Spiritual Care
 Spiritual Formation
 Homeless
4.2.2 Responsibilities include:
 Head of Staff
 Leadership Development and Facilitation of CLC and Staff
 Facilitator and Moderator of Congregational Meetings
 Liaison to Trustees
SECTION 3 TRUSTEES
4.3.1 The Trustees shall oversee all policies and procedures under the leadership of the CLC and
Pastor(s).
4.3.2 Expenditure and commitment of monies shall be under the direction of the Trustees except it
shall have no power to buy, sell, or mortgage church property.
4.3.3 The Trustees will be made up of the officers President, Vice President, Secretary, Treasurer and
one at-large member.
4.3.4 The Trustee’s areas of focus shall be:
 Finance
 Facility
 Operations
 Administration
4.3.5 Responsibilities include:
 Overseeing and maintaining policies related to finance, facility, personnel and administration
 Developing the budget based on the CLC’s recommended values and ministry priorities
 Managing the budget based on set priorities throughout the year
 Liaison between the facility management, the congregation and leadership of the church
 Managing all business related to church’s ownership of the facility
 Managing personnel-related business and maintaining the Personnel Handbook
4.3.6 Removal of a Trustees member will be done by a majority vote of the CLC at a regularly
scheduled meeting where the item was placed on the written agenda distributed at least two weeks
ahead. Input from the Trustees will be taken before said meeting.
SECTION 4 TRUSTEES’ OFFICERS
These officers will be appointed by the Core Leadership Council.
4.4.1 President - This officer shall officiate at all meetings of the Trustees.
4.4.2 Vice President—This officer shall assume the duties of the Trustees’ President in the absence of
that officer and shall assume such duties as may be designated by the President.
4.4.3 Secretary -This officer shall act as recording secretary for all official proceedings of the Trustees
and the congregation. The secretary shall present these minutes for approval and correction at the
appropriate meetings. In addition, these minutes will be provided to the CLC for review. This officer
shall also insure that all changes in the Constitution, By-Laws and policy statements are entered in the
appropriate record. This officer shall be authorized along with the Trustees President to sign all legal
correspondence and documents of the church.
4.4.4 Treasurer—This officer shall be responsible for the custody of all the church funds of the
Corporation. He/she will be the liaison between the Trustees and the CLC. This officer shall work with
the bookkeeper to keep an accurate account of all monies received and paid by the church. The
Treasurer and other designated officers shall be authorized to sign the checks according to the
Trustees’ recommendation. This officer shall be responsible for preparing and presenting financial
reports to the congregation and for presenting to the CLC a financial report each quarter. Monthly
financial reports will be presented to the Trustees.
SECTION 5 COMMITTEES
Persons chosen for committees shall be allowed to also concurrently serve as a CLC member or a Trustees
officer.
4.5.1 Nominating Committee - This committee shall consist of an appointed member of the Core
Leadership Council and at least three (3) members at large, nominated by the CLC. During the church
year this committee shall secure replacement nominations for any vacancies that may occur. The
committee shall submit a slate of nominees that will be presented to the congregation for a vote.
Members of the Nominating Committee (other than the chair) shall be one (1) year. They are eligible for
reelection one time after which one year must elapse before he/she shall be eligible again.
4.5.2 Pulpit Committee - This group shall be recommended to the congregation by the CLC at a
congregational meeting where nominations from the floor may be added. The elected committee shall
elect its own officers. This committee shall take the necessary steps to secure a Senior Pastor and be
responsible for securing interim pastoral leadership. This committee will continue as long as needed
until the pastoral position is filled and operating. (See Article 3 Section 1)
4.5.3 Ad-Hoc Committees - The CLC may appoint ad-hoc committees as it deems advisable. These
committees shall be formed in order to take care of matters not otherwise covered by the constitution
and by-laws. The duties of these committees shall be specified by the CLC, who shall also determine
the duration of the committee life.
SECTION 6 MEETINGS
4.6.1 The Core Leadership Council will meet monthly unless otherwise specified. Special CLC
meetings may be proposed as needed and members will be notified at least five days in advance.
There will be at least ten (10) CLC meetings a year. The CLC meeting will be moderated by the Head
Pastor and a co-moderator who will be chosen annually by the CLC.
4.6.2 The Trustees will meet monthly. Special Trustees meetings may be proposed as needed or
requested by the CLC. There will be at least ten (10) Trustees’ meetings a year. The Trustees’ meeting
will be moderated by the President.
4.6.3 Congregational meetings shall be held at least two (2 times per year. Additional meetings will be
scheduled as deemed necessary by church leadership. Notice of such meetings shall be published and
announced at least two weeks prior to the meeting date. Congregational meetings will be moderated by
the Pastor.
4.6.4 All meetings are open to the voting membership. All voting members may request to be placed on
the agenda of any meeting.
SECTION 7 ELECTIONS
4.7.1 The election of Core Leadership Council members shall be held at the end of the term of the
vacating members annually in June.
4.7.2 Unexpected vacancies occurring during the year shall be filled at the next election date (June)
unless the total number of members will fall below five (5) or otherwise deemed necessary by the CLC.
SECTION 8 TERMS OF OFFICE
4.8.1 The term of office for members of the Core Leadership Council shall be two (2) years. Each
member shall be eligible for a second term after which one year must elapse before he/she shall be
eligible again.
4.8.2 The term for members of the Trustees shall be two (2) years. Each member shall be eligible for a
second term after which one year must elapse before he/she shall be eligible again. The Treasurer and
President are eligible for three (3) consecutive two year terms. In 2011, for appointed Trustees that
were formerly on the Business Team, he/she will begin their term as Year 2 to stagger the rotation of
members.
SECTION 9 QUORUM
4.9.1 Congregational meetings and elections shall require a quorum of 20% of the active membership
and a majority affirmative vote shall be required to pass a measure or elect a person to any office.
4.9.2 The calling or dismissal of a pastor shall require a quorum of 33% of the active membership and a
75% affirmative vote.
4.9.3 The CLC meeting shall require a 60% attendance of the voting members to constitute a quorum.
Decisions will be made by consensus. If consensus cannot be reached a majority affirmative vote can
be used according to Robert’s Rules of Order. Comments can be made via electronic mail or phone call
if the person was unable to attend the meeting.
4.9.4 Amending the Constitution and Bylaws shall require a quorum of 33% of the active membership
and a 66% affirmative vote to pass.
4.9.5 Real Estate transactions shall require a quorum of 60% of the active membership and a 75%
affirmative vote to pass.
ARTICLE 5 LEGAL ISSUES
SECTION 1 POLICIES
5.1.1. The following policies will be kept on file:
 Conflict of Interest Policy (to be signed by Leadership)
 Whistleblower Policy
 Document Retention Policy
 Expense Reimbursement Policy
 Child Abuse Reporting Policy
SECTION 2 DISSOLUTION OF CORPORATION
5.2.1. Upon dissolution of the corporation the members of the congregation shall at a meeting prior to
the termination determine the distribution of the assets of the corporation to other non-profit
corporations, a community foundation or a trust which will distribute these assets to other non-profit
corporations.
SECTION 3 FINANCES, INSURANCE AND COUNSEL
5.3.1. Advances. Reasonable expenses incurred by a director or officer, who is involved in any capacity
in a proceeding (as defined in RCW 23A.08.025, as presently in effect and as hereafter amended) by
reason of the position held by such person or entity in the corporation, shall be advanced by the
corporation to the full extent allowed by applicable law, as presently in effect and as hereafter
amended. Reasonable expenses incurred by an employee or agent who is involved in any capacity in a
proceeding (as defined in RCW 23A08.025, as presently in effect and as hereafter amended) by reason
of the position held by such person or entity in the Corporation may be, but is not required to be,
advanced by the Corporation prior to the final disposition of such proceeding to the full extent allowed
by applicable law, as presently in effect and as hereafter amended.
5.3.2. Insurance. The corporation may purchase and maintain insurance on behalf of any person who is
a director, officer, employee, or agent of the corporation or is serving at the request or consent of the
corporation as an officer, employee, or agent of another corporation, partnership, joint venture, trust,
other enterprise, or employee benefit plan against any liability incurred by such person because of such
person's status, whether or not the corporation would have the power to indemnify such person against
such liability under the provision of this Article. In addition, the corporation may enter into contracts with
any director or officer of the corporation in furtherance of the provisions of this Article and may create a
trust fund, grant a security interest, or use other means (including without limitation a letter of credit) to
ensure the payment of such amounts as may be necessary or desirable to effect the indemnification
and advances contemplated in the Article.
5.3.3. Designation of Counsel. The Board of Directors of the corporation shall have the right to
designate the counsel who shall defend any person or entity that may be entitled to indemnification, to
approve any settlement, and to approve in advance any expense.
SECTION 4 LIMITATION OF LIABILITY AND INDEMNIFICATION
5.4.1 Limitation of Liability of a Director. Except to the extent otherwise required by applicable law (as it
exists on the date of the adoption of this Article or may be amended from time to time), no director of
the corporation shall be personally liable to the corporation or its shareholders for monetary damages
for any conduct as a director occurring after the date of the adoption of this Article. No amendment to or
repeal of this section shall adversely affect any right or protection of a director of the corporation with
respect to any acts or omissions of such director occurring after the date of the adoption of this Article
and prior to such amendment or repeal of this section.
5.4.2 Indemnification of Directors and Officers. The corporation shall indemnify any director (as that
term is defined in RCW 23 A. 08.025, as presently in effect and as hereinafter amended) or officer of
the corporation, who is involved in any capacity in a proceeding (as defined in RCW 23A.08.025, as
presently in effect and as hereafter amended) by reason of the position held by such person or entity in
the corporation, to the full extent allowed by applicable law, as presently in effect and as hereafter
amended; provided, however, that the corporation shall only indemnify a director or officer seeking
indemnification in connection with a proceeding (or a part of a proceeding) initiated by such person, if
such proceeding or part of a proceeding was authorized by the Board of Directors or if such proceeding
or part of a proceeding was brought by a director or officer to enforce a claim for indemnification under
this section and a court or an arbitrator determines that the director or officer is entitled to all of the
relief claimed.
5.4.3 Indemnification of Employees and Agents. By means of a resolution or of a contract specifically
approved by the Board of Directors, the corporation may indemnify an employee or agent to such
degree as the Board of Directors determines to be reasonable, appropriate, and consistent with
applicable law and to be in the best interests of the corporation.
5.4.4. Notice. Any indemnification of a director in accordance with this Article shall be reported to the
shareholders in a written report describing the proceeding and the nature and extent of such
indemnification.
5.4.5. Consistency with Applicable Law; Survival of Benefits. The right to indemnification and limitation
of liability conferred by this Article shall be interpreted to conform with, and shall not create any right
that is inconsistent with applicable law, as presently in effect and as hereafter amended. To the full
extent allowed by applicable law (as presently in effect and as hereafter amended), the right to
indemnification and limitation of liability conferred by this Article shall continue as to a person who has
ceased to be a director and shall inure to the benefit of the heirs, executors and administrators of such
a person.
5.4.6. None exclusivity of Rights. The rights conferred in this Article shall not be exclusive of any other
rights which any person may have or acquire under any applicable law (as presently in effect and as
hereafter amended), the articles of incorporation, the by-laws of the corporation, a vote of the Board of
Directors or the members of the corporation, or otherwise.