
CODE OF REGULATIONS
APOSTOLIC CHRISTIAN CHURCH FOUNDATION
ARTICLE I CHURCHES & DISTRICTS
a) "Recognized Churches": For purposes of determining
membership in the corporation, the Trustees shall from time to time
establish a list of Recognized Churches which shall consist of the
Apostolic Christian Churches (Nazarean) which support the corporation.
Attached hereto as schedule A is a list of the presently Recognized
Churches in North America. This list of Recognized Churches may
be revised at any time by majority vote to the Trustees.
b) "Districts": For purposes of management of the corporation
and for election of Trustees, the corporation shall be divided into
geographical regions called Districts. Schedule A annexed hereto
sets forth the eleven current Districts of the corporation. The
Districts may be altered or revised at any time by majority vote
of the Trustees.
ARTICLE II MEMBERSHIP
a) All members while in good standing of any Recognized Church
in North America shall be Members of this corporation
b) Members of the corporation under this Article shall be non-voting
members.
ARTICLE III REPRESENTATIVES
a) The voting members of the corporation shall be called Representatives.
Each Recognized Church shall chose one Representative, who shall
be a member of said Recognized Church and shall be elected in any
manner determined by such Recognized Church.
b) Each Representative shall be entitled to one vote on each matter
properly submitted to meetings. Each Representative may vote by
proxy provided that a written proxy is delivered to the Secretary
of the corporation at or prior to the beginning of the meeting.
Such proxy shall be limited to a specific meeting and adjournments
thereof.
ARTICLE IV TRUSTEES
a) Trustees of the corporation shall be elected at the annual meeting
of Representatives. The number of Trustees shall be equal to the
number of Districts for the corporation (but never less than three),
and the Representatives shall elect one Trustee from each of the
Districts. In the event that the number of Districts of the corporation
is an even number, the Representatives shall elect a Trustee from
the membership of any District so that the number of Trustees shall
be an odd number. Each Trustee must be a member of the corporation
and may, but need not be, a Representative of the corporation. Candidates
for the office of Trustee shall be nominated by a nominating committee
or from the floor at the annual meeting. The nominating committee
shall consist of all second year Trustees. Each candidate must confirm
a willingness to serve prior to being selected.
b) All Trustees shall be elected for a term of three years, and
their terms shall be staggered so that, as near as possible one-third
of the Trustees are elected each year.
c) Any Trustee who shall be placed under the discipline of the
Church or be excommunicated; or shall of his own free will cease
to be a member in good standing of his Recognized Church; or shall
change his residence to another District; or who shall resign or
otherwise be removed from office, shall thereby cease to be a Trustee.
d) Any vacancy in the Board of Trustees shall be filled by an appointee
of the Board of Trustees until the next annual meeting, at which
time the vacated position shall be filled for the balance of the
term by vote of the Representatives in accordance with election
procedures as stated herein.
e) For the proper execution of its powers and duties, the Board
of Trustees may appoint from among its own number or from members
of the corporation, such individuals or committees as it may deem
necessary or advisable to carry out the work of this corporation;
and the Board of Trustees shall define the powers and duties of
each committee or individual, not inconsistent with these Regulations
or the Articles of Incorporation. No committee created under these
Regulations shall have any power to bind the corporation except
with the express written approval of the Trustees.
f) The Board of Trustees shall make a report of their proceedings
during the preceding fiscal year at the annual meeting of the Representatives
and report such measures as they deem advisable for consideration
and future action.
g) Any member of the Board of Trustees who shall absent himself
from two consecutive meetings of the Board without a valid excuse
satisfactory to the majority of the Board of Trustees, shall thereby
cease to be a Trustee and the vacancy thus created shall be filled
in accordance with Article IV (d), hereof.
h) The Trustees may adopt by-laws for the management of the affairs
proper and pertinent to the purposes of this corporation.
ARTICLE V ADVISORS
a) All duly ordained Elders of the Recognized Churches shall be
Advisors of the corporation.
b) Advisors shall have no voting rights within the corporation,
but are requested and encouraged to attend the meetings of Representatives
and Trustees and to serve as ex-officio members of any and all committees
of the corporation.
ARTICLE VI MEETINGS
a) The annual meeting of the Representatives and the Board of Trustees
of the corporation shall be held on the fourth weekend in April
of each year, at a place to be designated by the Trustees within
or without the State of Ohio.
b) At the annual meeting of the Representatives the order of business
shall be:
d) Special meetings of the Trustees may be called by the President
or by written request of the majority of the Board of Trustees.
e) Written notice stating the time and place of all meetings, and
in the case of a special meeting, the purpose or purposes for which
the meeting is called, shall be given by either personal delivery
or mail received not less than ten (10) days before the date of
the meeting to each individual entitled to notice of the meeting.
The notice shall be given by the Secretary or President of the corporation.
f) At all meetings of either the Board of Trustees or Representatives
a majority of those entitled to attend shall constitute a quorum
for the transaction of business and a majority of those present
shall govern. Attendance at any such meeting by proxy shall constitute
attendance for the purpose of obtaining a quorum and/or voting.
g) At every official Apostolic Christian Church Foundation meeting
(including all committee meetings) there shall be a secretary appointed
to take minutes which shall then be distributed to all involved
committee members and the corporation I s Secretary, who shall then
distribute them to the Trustees.
h) The Board of Trustees may conduct business in Executive Session,
which shall be closed to all persons except the Trustees. In order
to adjourn to Executive Session an affirmative vote of a majority
of trustees present at the regular meeting shall be required. If
any officer of the Corporation is not a Trustee and, therefore,
excluded from Executive Session, the Trustees shall appoint, by
majority vote, a Trustee to preside and a Trustee to take minutes
of the meeting in Executive Session.
ARTICLE VII OFFICERS
a) The officers of the corporation shall be a President, Vice President,
a Secretary and a Treasurer, who may, but need not be Trustees.
b) The officers shall be elected by the Trustees by secret ballot,
and shall hold office for one year, or until their successors are
elected.
c) The Board of Trustees may authorize the Secretary to employ
and procure such facilities, assistants, and clerical help as may
be needed to carryon the work of the corporation and shall, fix
the compensation thereof.
ARTICLE VIII DUTIES OF OFFICERS
a) The President shall be responsible for the enforcement of the
Code of Regulations and shall preside at all meetings of the Corporation
and Board of Trustees, with the possible exception of Executive
Session of Trustees which shall be governed by the Provisions of
Article VI (h). He shall perform such duties as shall be imposed
upon him by the resolution of the Board of Trustees and shall have
all powers usually vested in a president. The President, shall,
with the approval membership as the Board of Trustees, from time
to time order or direct. He shall ex-officio be a member of all
committees.
b) The Vice President shall be responsible for organizing and preparing
agendas for all meetings of the corporation and the Board of Trustees.
He shall, in the absence of, or by request of the President, perform
his duties. In the event of the death or disability of the President,
the Vice President shall act. Should neither the President nor the
Vice President be present at any meeting, then, the Treasurer shall
preside.
c) The Secretary shall be appointed or engaged to carry out the
objectives and purposes of the corporation under the provisions
of the Articles of Incorporation, this Code of Regulations and the
direction of the Board of Trustees.
d) The Treasurer shall keep al necessary books of accounts and
shall at all times be ready to submit such books, bank statements
and vouchers and any and all papers, money deposits to the Board
of Trustees on its demand for same, or to the President, The Treasurer
shall keep all valuable papers and documents entrusted to the Treasurer's
custody in a safe deposit box registered in the name of the corporation
or elsewhere as may be directed from time to time by the Board of
Trustees.
e) The Treasurer shall keep account of all moneys received, and
shall deposit the same in the name of the corporation in such depository
as shall be designated by the Board of Trustees. The Treasurer shall
not payout or disburse any of the moneys of the corporation except
in such manner for such purposes as shall be approved by the Board
of Trustees.
f) At the annual meetings of the Representatives of the corporation,
the Treasurer shall submit a detailed financial report for the preceding
fiscal year , including a Statement of Operation and Balance Sheet,
which said reports shall be audited by auditors appointed in accordance
with the Code of Regulations
ARTICLE IX BUDGET COMMITTEE
a) At lease one month prior to each annual meeting, the President
may appoint a Budget Committee to consist of (3) Trustees whose
duty it shall be to prepare a budget for the corporation for the
next ensuing year for submission to the Advisors and Trustees at
their annual meeting.
The Trustees shall not commit the corporation to any financial
obligations in excess of funds actually available.
ARTICLE X AUDITORS
a) At the annual meeting, the Board of Trustees shall appoint one
or more auditors from among the membership of the corporation who
shall hold office for one (1) year.
b) Said auditors shall have the right to examine at any time, the
books of the Treasurer or any other case or financial records.
ARTICLE XI FISCAL YEAR
a) The calendar year constitutes the fiscal year .The books, completely
closed, are to be submitted to the auditors, by the Treasurer, together
with all vouchers, bank statements, evidence of existing assets,
etc., at least four weeks prior to the annual meeting each year
.
ARTICLE XII AMENDMENTS
a) This Code of Regulations may be amended, changed, altered, or
revoked, either completely or in part, at any annual meeting of
the Representatives, by two-third (2/3) vote of the Representatives
present at such meeting. All proposed changes shall be presented
to the Representatives at least two months prior to the annual meeting
for review and church notification.