Bylaws of Providence Presbyterian of Fayetteville, Inc.
ARTICLE I – NAME, PURPOSE
Section 1: The name of the organization shall be Providence Presbyterian of Fayetteville, Inc.
Section 2: The organization is organized as a nonprofit corporation under the laws of North Carolina exclusively for the support the interests of Providence Presbyterian Church, its congregation, and its community. In particular the organization shall be responsible for the following:
a) Buying, selling, and mortgaging property for the church.
b) Acquiring and conveying title to such property, and holding title to the same.
c) Managing any special funds entrusted to them for the furtherance of the life of Providence Presbyterian Church, provided that such duties do not infringe upon the Session or Board of Deacons.
Section 3: It is subordinate to the Session and Board of Deacons of the church.
ARTICLE II – MEMBERS
All communing members of Providence Presbyterian Church, a particular church of the Presbyterian Church in America (ARP), are members (25-7 BCO).
ARTICLE III – ANNUAL MEETING and PRINCIPAL OFFICES
Section 1: Annual Meeting. The date of the regular annual meeting shall be set by the Board of Directors who shall also set the time and place.
Section 2: Special Meetings. Special meetings may be called by the Chairman of the Board.
Section 3: Notice. Notice of each meeting shall be given to each board member, by mail or email, not less than ten days before the meeting.
Section 4: The principle office of the corporation shall be the collocated with the offices of Providence Presbyterian Church.
ARTICLE IV – BOARD OF DIRECTORS
Section 1: Board Role, Size, Compensation.
a) The board of directors is responsible for overall policy and direction of the nonprofit organization.
b) Responsibility for day-to-day operations of the organization rests with the Pastor of Providence Presbyterian who shall serve as the Executive Director of the organization.
c) The board shall consist of three members elected from among the members of the corporation in a regularly constituted congregational meeting, one elder appointed by the session, and one deacon appointed by the board of deacons.
d) The board shall elect officers from among their number.
e) The board will not receive compensation other than reimbursement of cost.
Section 2: Meetings. The Board shall meet at least annually, at an agreed upon time and place, either in person or virtually.
Section 3: Terms. Membership on the board will be for a term of three years. Members may serve consecutive terms.
Section 5: Quorum. A quorum must be attended by at least 51% percent of the Board members before business can be transacted or motions made or passed.
Section 6: Notice. An official Board meeting requires that each Board member have written or email notice ten days in advance.
Section 7: Officers and Duties. There shall be three officers of the Board consisting of a President, Treasurer, and Secretary. Their duties are as follows:
– The President shall convene regularly scheduled Board meetings, shall preside over such meetings, or arrange for other members to preside. The President shall serve a three year term.
– The Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board members, and assuring that corporate records are maintained. The secretary shall be appointed by the Board of Directors from among their number.
– The Treasurer shall make a report at each Board meeting. Treasurer shall chair the Audit committee (should one be appointed), assist in explanation of the budget, and make financial information available to Board members and the public. The treasurer shall be appointed by the Board of Directors from among their number. The treasurer need not be treasurer of the church but may be so. The treasure shall manage funds in such a way that the funds of the organization are separate from the funds of the church.
Section 8: Resignation, Termination and Absences. Board members from the Session and the Board of Deacons will remain on the corporate board as long as they remain an officer of the church.
Section 9: Special Meetings. Special meetings of the Board shall be called upon the request of the President or one-third of the Board. Notices of special meetings shall be sent out by the Secretary to each Board member postmarked two weeks in advance.
Section 10: No part of the income or assets of the church shall be distributed to any member of the board without full consideration. The organization is prohibited from lending money to guarantee the obligation of a member or officer of the church. No member or officer of the board has any vested right, interest, or privilege in or to the assets, property, functions, or activities of the church. The corporation may contract in due course, for reasonable consideration, with its members or officers without violating this provision.
ARTICLE V – COMMITTEES
Section 1: The Board may create committees as needed.
ARTICLE V1 – FISCAL YEAR
Section 1 – The fiscal year will be the same as the fiscal year for the church
ARTICLE VI – AMENDMENTS
These Bylaws may be amended when necessary by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to the Secretary to be sent out with regular Board announcements.
ARTICLE VII – ADOPTION
These bylaws were approved and adopted at a meeting of the Board of Directors on 13 Aug 2016.