THE CONSTITUTION AND BYLAWS OF BETHEL LUTHERAN CHURCH OF FORT SMITH, ARKANSAS CONSTITUTION Amended June 13, 2010 PREAMBLE We, the members of Bethel Lutheran Church, recognizing our need for sustenance of faith found in God’s Word (Matthew 4:4) and through His life-giving sacraments (Acts 2:38-39, Acts 2:42, 1 Corinthians 11:22-26 ), seek the opportunity to proclaim that Word and share in the Sacraments of the Lord’s Body and Blood (Matthew 26:26-28, Luke 22:19-20) and the sanctifying waters of Baptism (John 3:5, 1 Peter 3:21-22) while administering the Office of the Keys (forgiveness of sins for the penitent and the retention of sins for the impenitent) (John 20:21-23, Matthew 18:15-20) in a forum with fellow sinner-saints (Hebrews 10:24-25). With Christ as our cornerstone, (Ephesians 2:20) let us serve as living sacrifices (Romans 12:2) so that with one heart and mouth we may glorify the God and Father of our Lord Jesus Christ (Romans 15:6) by giving witness to His Word before all nations (Matthew 28:18-20, Acts 1:8). As it is God’s will that everything be accomplished in a fitting and orderly manner (1 Corinthians 14:40), we the members of Bethel Lutheran Church, located in Fort Smith Arkansas, do adopt the following Constitution and By-Laws in accordance with which our Congregational affairs shall be conducted. ARTICLE I: NAME The name of this Congregation shall be Bethel Lutheran Church of Fort Smith, Arkansas. ARTICLE II: STATEMENT OF PURPOSE AND MISSION This Congregation is established for the sole purpose of gathering around the proclamation of Jesus Christ who is made known and comes to us today through the writings of Holy Scripture and through reception of Christ’s Sacraments. He alone reveals the mystery of the Triune God (Father, Son, and Holy Spirit), grants the forgiveness of sin, and gives eternal life to all who believe in His name. It is through this proclamation of Jesus Christ and the reception of His Sacraments that the members of this Congregation rejoice and proclaim with the entire Christian Church the forgiveness of sins won and the everlasting life given through the death and resurrection of Jesus Christ. This Congregation shall, to the best of its ability: a) Provide a place were God’s Word can be preached, Holy Absolution can be received, and God’s Sacraments can be administered, b) Provide a place for learning that is done according to God’s Word and the Lutheran Confessions, c) Reach out to people in and surrounding Fort Smith, Arkansas with Christ’s message of salvation, d) Support and further the Lord’s work with other Congregations of the Lutheran Church Missouri-Synod (LCMS), and e) Assist other local and world ministries with sound Biblical measures and evangelical practices that will serve the purpose of bringing God’s message of forgiveness and healing love to a world where darkness and sin prevail. ARTICLE III: CONFESSION OF FAITH This Congregation accepts all the Canonical books of the Old and New Testaments as the inspired and revealed Word of God. In addition, we accept all of the Symbolical books of the Evangelical Lutheran Church, contained in the Book of Concord of the Year 1580, as the correct presentation and true exposition of Christian doctrine drawn from the Holy Scriptures. These Symbolical books include: 1. 2. 3. 4. 5. 6. 7. The three Ecumenical Creeds (the Apostolic, the Nicene, and the Athanasian) The Unaltered Augsburg Confession The Apology of the Augsburg Confession The Smalcald Articles Martin Luther’s Large Catechism Martin Luther’s Small Catechism The Formula of Concord No doctrine or practice in conflict or inconsistent with the above norms of our faith and life shall be taught or tolerated in this Congregation. ARTICLE IV: SYNOD AFFILIATION This Congregation shall be affiliated with The Lutheran Church – Missouri Synod as long as the Confessions and Constitution of said Synod are in accord with the Confession and 2 Constitution of this congregation as laid down in Article III of this Constitution. This Congregation shall, to the best of its ability, collaborate with said Synod and assist it in effecting all sound measures intended for the building up the Kingdom of God. ARTICLE V: MEMBERSHIP The membership of this Congregation includes the Baptized Members, Confirmed Members, and Voting Members as defined in the Bylaws. ARTICLE VI: CALLED WORKERS AND EMPLOYEES All matters, pertaining to the extending and rescinding of divine calls to Called Workers, as well as, pertaining to the hiring and discharging of other employees shall be handled as prescribed in the Bylaws. ARTICLE VII: ORGANIZATION A. Voters’ Assembly The Voters’ Assembly shall consist of all voting members present at a properly called regular or special meeting of the Congregation. The Congregation, through the Voters’ Assembly, shall have final authority in managing its internal and external affairs. B. Lay Leadership Council The Lay Leadership Council shall be the governing body of the Congregation and is responsible for the administration of all the Congregation’s affairs except for the following matters which may only be decided by the Voters’ Assembly: 1. Extend or rescind a call to a Called Worker. 2. Purchase or sell church property or buildings valued over 10% of the annual operating budget. 3. Incur a non-budgeted emergency expense of over 5% of the annual expense budget of the Congregation. 4. Adopt the annual budget. 5. Dissolve or merge the Congregation. ARTICLE VIII: PROPERTY RIGHTS A. Division within the Congregation If, at any time, a separation should take place within this Congregation, the advice of 3 the officers of the District and Synod shall be sought. If, despite all efforts to resolve differences in peace and love, a division into factions of the Congregation shall occur, the property of the Congregation shall remain with the majority of those members who continue to adhere in Confession and Practice to Article III of this Constitution. B. Merger with another congregation If, at any time, the Congregation by a two-thirds majority vote of the of the Voters’ Assembly moves to merge with a sister congregation with whom the Congregation is in altar and pulpit fellowship, the property, debts and assets of the Congregation shall automatically transfer to the new congregation formed through the merger. C. Dissolution of the Congregation If, after prayer and candid discussion, the members believe that the mission of Bethel Lutheran Church has ended, the Congregation may be dissolved by a two-thirds majority vote of the Voters’ Assembly. If the Congregation is dissolved, after settling all debts, the remaining assets shall be transferred to the District for the purpose of supporting new missions. ARTICLE IX: DECISIONS All congregational matters decided by the Voters’ Assembly shall be decided by a simple majority of the voting members present at a properly convened meeting of the Voters’ Assembly, except as otherwise provided in this Constitution and Bylaws. Procedural questions will be decided by following Robert’s Rules of Order. ARTICLE X: AMENDMENTS This Constitution and accompanying Bylaws may be amended by a two-thirds majority of the votes cast in a meeting of the Voters’ Assembly. The wording of the amended Constitution and Bylaws shall be made available to all members in a mailing as far in advance as possible, but no fewer than two Sundays in advance. In addition, the revisions will be distributed to the Congregation assembled for worship on two different Sundays prior to the date upon which the amendment is presented for action. Upon adoption, such amendments shall be submitted to the District for approval, in accordance with the Synod’s Bylaws. Articles III, IV, and VIII of this Constitution are irrevocable. 4 BYLAWS ARTICLE 1: BAPTIZED MEMBERSHIP Baptized members are all persons within the Congregation who have been baptized in the name of the Triune God and are under the spiritual care of this Congregation. It is expected that all baptized members will: A. Attend worship services faithfully and regularly. B. Lead a Christian life as taught in Galatians 5:19-26. C. In Christian love, submit to brotherly admonition, according to Matthew 18:15-20, when having erred or offended. D. Contribute, as God has blessed them, of their time, talents and treasure toward the maintenance of the Congregation and the extension of the church at large. E. In due time, take a course of instruction in preparation for confirmed membership in this Congregation. ARTICLE 2: CONFIRMED MEMBERSHIP Confirmed members are all baptized persons within the Congregation who have completed a course of instruction in Christian doctrine or who have transferred their confirmed membership to Bethel from a sister congregation with whom we are in altar and pulpit fellowship. Persons seeking to attain confirmed membership shall make that fact known to the Senior Pastor and the Lay Leadership Council. The instructing Pastor shall ascertain the individual’s understanding of and commitment to the theological Confession contained in Article III of the Constitution. The instructing Pastor will determine if additional instruction is needed and the appropriate method for that instruction. All individuals, upon completing confirmation or adult instruction, shall be received into confirmed membership through public rite in a corporate worship service. In addition to the duties of baptized members, it is expected that all confirmed members shall: A. B. C. D. E. Accept the Confession of faith listed in Article III of the Constitution. Familiarize themselves with the doctrines of the Lutheran Church-Missouri Synod. Regularly partake of the Lord's Supper. Participate in continuing Christian education. Provide for the Christian training of their children by making use of the educational agencies of the Congregation. 5 ARTICLE 3: VOTING MEMBERSHIP We deem that being a voting member of Bethel Lutheran Church is not only a right and a privilege, but a trust and an obligation, and as such all voting members should to the best of their ability: attend all meetings of the Voters’ Assembly and serve faithfully according to their God given talents and interests in order to carry out the ministry of the church. All confirmed members shall be considered voting members. Voting privileges shall be automatic upon confirmation. ARTICLE 4: RELEASE FROM MEMBERSHIP BY TRANSFER, EXPULSION OR INACTIVITY A. Confirmed membership may be transferred to a sister congregation affiliated with the Lutheran Church – Missouri Synod or to any other congregation affiliated with a church body in which the Missouri Synod is in altar and pulpit fellowship. Upon the request of the transferring members, the Lay Leadership Council may grant the transfer of membership. Transfer of baptized membership shall follow the same procedure. B. Members who join a congregation outside of our fellowship are released from membership automatically. The Lay Leadership Council shall remove the names of the former members from the membership roster. C. Members whose whereabouts and addresses are known, but who are not meeting the requirements for baptized or confirmed membership as outlined in Articles 1 and 2 of the Bylaws, may be removed from the membership roster at the discretion of the Lay Leadership Council. However, in any situation requiring the discipline of members who fail to lead a Christian life (Galatians 5:19-26) or who are knowingly promoting doctrines contrary to those outlined in Article III of the Constitution, the erring members shall be admonished by the Senior Pastor according to Matthew 18:15-20. If the individuals remain impenitent, they may be expelled from the Congregation by a unanimous vote of the Senior Pastor and the Lay Leadership Council. Following expulsion, if the former members repent and wish to have their membership restored, a unanimous vote of the Senior Pastor and the Lay Leadership Council shall be required to rescind the expulsion. D. Members whose whereabouts and addresses are unknown, shall be removed from the membership roster by the Lay Leadership Council after one year of inactivity. 6 ARTICLE 5: VOTERS’ ASSEMBLY A. Regular meetings of the Voters’ Assembly shall be convened a minimum of twice per year with special assemblies called as required. The Lay Leadership Council shall set the dates and times of all meetings of the Voters’ Assembly. The first required meeting of the Voters’ Assembly, to be held in the second quarter of the calendar year, shall include the election of the church officers and at-large members of the Lay Leadership Council and shall address the ministry goals of the Congregation. The second required meeting of the Voters’ Assembly, to be held in the fourth quarter of the calendar year, shall include consideration and adoption of the budget for the following year. Every regular meeting of the Voters’ Assembly shall be publicized two Sundays preceding the date of the meeting with an agenda being published and made available at the time of notification. B. The Lay Leadership Council or the Senior Pastor may call a special meeting of the Voters’ Assembly. If possible, notice of the date and time of such a meeting, and of the nature of the business to be transacted, shall be publicized two Sundays preceding the date of the meeting. C. Ten (10) voting members may call a special meeting of the Voters’ Assembly by submitting a written and signed request describing the purpose for the meeting to the Lay Leadership Council. Such meetings shall be publicized on the Sunday following receipt of the request and then scheduled to convene within seven to ten (7-10) days of being publicized. Neither the Lay Leadership Council nor the Senior Pastor shall have the authority to deny the request for a special meeting of the Voters’ Assembly so long as the previously stated procedure is properly followed. However, no meeting of the Voters’ Assembly may be convened to rescind a call without the recommendation and support of the Lay Leadership Council. D. The voting members present at a properly called meeting of the Voters’ Assembly shall constitute a quorum. E. In the event of a tie vote, the President of the Congregation shall cast the deciding vote. F. There shall be no voting by proxy. ARTICLE 6: CALLED WORKERS AND EMPLOYEES A. Called Workers 1. Calls will only be issued to such candidates who are approved and certified by the Lutheran Church – Missouri Synod and who profess acceptance of, and pledge 7 faithful adherence to, the Confession of the Congregation as set forth in Article III of the Constitution. 2. After authorization is received from the Voters’ Assembly, the Lay Leadership Council shall appoint a Call Committee. No more than one-third of the Call Committee members may also be members of the Lay Leadership Council. 3. The Call Committee shall consult with those in the affected ministry area and with the leaders of the District and Synod as part of their efforts to secure the names of candidates. 4. Individual voting members may submit names of candidates for consideration by the Call Committee. All names must be submitted to the Call Committee prior to the official call meeting of the Voters’ Assembly. 5. The Call Committee will present a final list of candidates to the Voters’ Assembly for the extension of the call. B. The rescinding of calls to current Called Workers: 1. Any call to a current Called Worker may be rescinded by a two-thirds majority vote of the Voters’ Assembly using a secret ballot. Prior to any meeting of the Voters’ Assembly to rescind a call, the Lay Leadership Council shall notify all voting members of the meeting in a written mailing as far in advance as possible. Upon the successful completion of a vote to rescind a call, all powers, duties, privileges and financial compensation associated with the called office shall terminate immediately unless otherwise determined by the voters assembled. 2. No meeting of the Voters’ Assembly may be convened to rescind a call without the recommendation and support of the Lay Leadership Council. Prior to any vote to rescind a call to a Pastor, the Lay Leadership Council shall appoint a committee of male voting members of spiritual maturity to determine, in consultation with the Circuit Counselor and District President, if the Pastor should be disciplined (1 Timothy 2:12). In such cases, the Lay Leadership Council is encouraged to act upon the recommendation and counsel of the committee. 3. Calls to Called Workers may only be rescinded for the following reasons: a. The persistent adherence to or teaching of doctrines contrary to those outlined in Article III of the Constitution. b. Living a scandalous or un-Christian life. (Galatians 5:19-26) c. The neglecting of duties as outlined in the job description of the Called Worker(s). d. The inability to perform the duties of the office due to a prolonged illness or incapacitation. 8 C. Non-called Employees Other paid employees, who are not retained through a divine call, may be hired and discharged at the discretion of the Lay Leadership Council. In situations where funds in excess of 5 of the annual budget are required to hire a new worker, the Lay Leadership Council must convene a meeting of the Voters’ Assembly to approve the expenditure. D. Job Descriptions The Lay Leadership Council shall provide a job description for all paid workers prior to the time they are called or hired. A performance review of the Pastor(s) and all other workers shall be conducted annually by the Lay Leadership Council to assure that the individuals are performing their duties as specified in their job descriptions. The job descriptions shall be reviewed annually to assure that the duties of the Pastor(s) and other workers reflect the changing needs of the Congregation. ARTICLE 7: OFFICERS The Voters’ Assembly shall elect a President, Vice President, Secretary and Treasurer. The Lay Leadership Council shall appoint a Financial Secretary. The general duties of the officers are as follows: A. President: 1. Preside at all meetings of the Voters’ Assembly and the Lay Leadership Council. 2. Enforce the Constitution and Bylaws. 3. Co-sign all legal documents along with the Secretary on behalf of the Congregation. 4. Perform the general duties as are common for the office, including such additional duties as may be assigned by the Voters’ Assembly or the Lay Leadership Council. B. Vice President: 1. Perform all of the duties of the President in the executive’s absence along with any other additional duties that may be assigned by the Voters’ Assembly or the Lay Leadership Council. 2. Appoint and chair a Nominating Committee with the advice and consent of the Lay Leadership Council for the purpose of nominating officers and at-large members of the Lay Leadership Council. 3. Attend all meetings of the Lay Leadership Council C. Secretary: 1. The duties shall be those commonly required of that office, especially the keeping and preserving of accurate records of all Voters’ Assembly meetings, and handling such correspondence as the Congregation may require. 2. Keep and make available minutes of all Lay Leadership Council meetings. 9 3. Co-sign all legal documents along with the President on behalf of the Congregation. 4. Attend all meetings of the Lay Leadership Council. D. Treasurer: 1. Keep and preserve accurate records of all receipts and disbursements, and submit a written report of them at all regular meetings of the Voters’ Assembly and the Lay Leadership Council. 2. Assure the accuracy and propriety of all financial transactions of the Congregation. 3. Attend all meetings of the Lay Leadership Council. E. Financial Secretary: 1. Maintain orderly permanent records of all monetary receipts of the congregation and issue quarterly reports to individual members. 2. The Financial Secretary shall not serve as a member of the Lay Leadership Council ARTICLE 8: LAY LEADERSHIP COUNCIL A. The voting members of the Lay Leadership Council shall consist of the congregational President, Vice-President, Secretary, Treasurer and three (3) additional members elected at-large by the Voters’ Assembly. The Senior Pastor shall serve as an ex-officio member with no voting privileges unless otherwise specified herein. B. The Lay Leadership Council shall meet at least quarterly and may be called to meet more frequently at the request of the Senior Pastor or any individual member of the Council. An elected officer must preside with at least four (4) additional members of the Lay Leadership Council being present to constitute a quorum for any meeting. Notice of each meeting shall be announced to the Congregation as far in advance as possible. The minutes shall fully disclose all actions taken and must be signed by both the President and Secretary. Minutes of the meetings shall be made available to all Congregation members in a timely manner. All meetings of the Lay Leadership Council are open to any members of the Congregation who wish to attend or who have issues that they wish to bring before the Council for consideration. However, voting privileges are reserved only to those officers and Council members elected by the Voters’ Assembly. ARTICLE 9: POWERS OF THE LAY LEADERSHIP COUNCIL The Lay Leadership Council shall have the power to develop policies as required to execute the goals approved by the Voters’ Assembly. The Council shall have no authority 10 beyond that which has been conferred upon them by the Constitution, its Bylaws, or by the Voters’ Assembly. ARTICLE 10: DUTIES OF THE LAY LEADERSHIP COUNCIL A. The Lay Leadership Council, as the chief governing Council of the Congregation, shall act in all matters pertaining to the legal and general welfare of the Congregation, except those reserved for the Voters’ Assembly in Article VII, Section B of the Constitution. B. The Lay Leadership Council shall see to it that all activities of the Church reflect the Mission and Confession of the Congregation as outlined in Articles II and III of the Constitution. C. The Lay Leadership Council shall principally concern itself with establishing all policies governing the activities of the Congregation and with the implementation of the mission, vision, budget, and plans adopted by the Voters’ Assembly. D. The Lay Leadership Council may appoint or dissolve any entity needed to implement the mission, vision, budget, and plans adopted by the Voters’ Assembly. It shall oversee and have authority over all other boards, committees, task forces, action teams, or other entities of the Congregation. ARTICLE 11: NOMINATIONS, ELECTIONS, REMOVAL FROM OFFICE, AND VACANCIES A. Nomination of church officers and at-large members of the Lay Leadership Council; 1. The Vice-President of the Congregation shall annually appoint and chair a Nominating Committee to create a slate of candidates for church officers and atlarge members of the Lay Leadership Council to be elected each year. Including the chairperson, no more than one-third of the members of the nominating committee may also be members of the Lay Leadership Council. The Senior Pastor shall serve as a non-voting member of the Nominating Committee. 2. A preliminary slate of candidates shall be made available to the Congregation prior to the date of the meeting of the Voters’ Assembly to elect officers and Council members. Additional nominations may also be made from the floor by voting members in attendance at the Voters’ Assembly prior to the closing of the nominations. B. Election of officers and Lay Leadership Council members Nominees who receive a majority of the ballots cast at the Voters’ Assembly shall be elected. 11 C. Removal of elected officers and at-large members of the Lay Leadership Council Any elected official who is willfully neglectful of or unable to satisfactorily perform his or her official duties, may be removed from office by a two-thirds majority vote of the Voters’ Assembly using a secret ballot. D. Term of office All elected church officers and at-large members of the Lay Leadership Council shall each serve for a term of two (2) years unless such a term is shortened via the initial staggering process. E. The staggering process In the first year following the adoption of this Constitution, the Voters’ Assembly shall elect a complete slate of officers and at-large members of the Lay Leadership Council. The Lay Leadership Council shall determine which officers and at-large Council members will serve for an initial term of one year and two years. Following the initial staggered terms, all terms shall be for two (2) years. This two (2) year election cycle shall repeat in perpetuity. F. Vacancies The Lay Leadership Council shall be authorized to appoint a person to complete an unexpired term of an officer or at-large member of the Lay Leadership Council. DATED: ________________________, 2010 Mat Pitsch - President Phillip Turner - Vice President 12