CONSTITUTION AND RULES OF
GOVERNMENT
Of
the
FIRST UNITARIAN
As revised at
the Annual Meeting April 22, 2007
ARTICLE
I. NAME
The name of this Church
shall be the First Unitarian Church of Louisville.
ARTICLE
II. OBJECT
The object of this church is
to join its members and friends in an endless search for the truths of
existence and a continuing service to all humankind under a common belief in
the sanctity of life.
ARTICLE
III. MEMBERSHIP
Section 1. All persons, whose names appear as members of
this Church as shown by the membership records at the time of the adoption of
this Article III, shall continue to be members of this Church, subject to the
provisions of this Article.
Section 2. Any person18
years of age or over, who deems himself or herself to be in sympathy with the
purposes and methods of this Church, or any person who has completed a Coming
of Age program approved by the Board of Trustees, may become a member by
signing a membership book provided by the Church and shall thereupon be
classified as an active member of the Church.
New members' signatures shall be witnessed by a minister or a member of
the Board of Trustees. No assent to any
creed, dogma or formula of faith shall ever become a qualification for
membership.
Section 3. Any member who actively supports this Church,
as by attendance at meetings of worship, by financial assistance to the Church
or by participation in other activities of the Church, shall be classified an
active member, as provided in this Article. All other members of the Church,
save those holding life membership under this article, shall be classified as
inactive members as provided in this Article.
Section 4. The Board of Trustees, not less frequently
than once each fiscal year, and at such times as it shall determine, shall
propose the classification of members of this Church in accordance with the
membership classifications set out in Section 3 of this Article. The advice of the minister(s) shall be sought
in the preparation of such proposed classification. The President of the Board shall cause to be
sent to each member proposed as an inactive member notice of such proposed
classification and the proposed change in classification. The notice shall request such member to
indicate to the Board or the Board's delegate within 15 days after mailing of
such notice whether such member wishes to retain active membership according to
the membership classifications set out in Section 3 of this Article. If such member indicates a desire to be
classified as an inactive member or fails to respond to such request, such
member shall be declared by the Board an inactive member. If such member
indicates his or her intention to remain active, his or her name will remain on
the active list until the next ensuing classification whereupon the Board of
Trustees will evaluate the classification of such member. If the member has not complied with the
criteria for membership as specified in Section 3, he or she will be placed on
inactive status. A notification to this
effect will be sent to said member upon the action of the Board of
Trustees. Such classification of all
members, as determined by the Board in the above manner shall be certified to
the Secretary by the President or Vice‑President of the Church at least
30 days prior to the Annual Meeting of the members of the Church. The membership list as so classified shall be
open at all reasonable times to inspection by any member of the Church.
Section 5. The congregation may by majority vote at any
annual or special meeting confer life membership in the Church upon any
member. Such life membership shall be
conferred upon those persons who are deemed by the congregation to have
rendered long and outstanding service to the Church. Life members shall hold membership during
their lives with full voting rights and all other privileges of active
membership.
Section 6. The name of any member classified as inactive
under this article may be removed from the list of members of this church by
action of the Board of Trustees. Any former member of this church who wishes to
return to the membership list and accept the obligations of membership or any
member classified as inactive who so wishes may have full voting rights restored
by action of the Board of Trustees with a 60-day waiting period.
Section 7. Active members shall have the right to vote
on all matters that are legally allowable in the
Section 8. Any member may resign from membership in the
Church or transfer to another Church by writing evidencing such intention
directed to the Board of Trustees or to a minister. Upon receipt of such letter the Board of
Trustees shall remove the name of such member from the membership list of the
Church.
ARTICLE IV.
BOARD OF TRUSTEES
Section 1. The general administration of the Church
shall be vested in the Board of Trustees, composed of six elected Trustees at
Large and the Secretary and Treasurer making a total of not more than eight
Trustees in all.
Section 2. At the Annual Meeting two (2) persons shall
be elected to the Board of Trustees at Large, each for a term of three (3)
years to fill the vacancies of those whose terms have expired. No trustee, after having served an elective
term of three (3) years, shall be eligible for re‑election until the
Annual Meeting following that at which such term expires. A term of three (3) years shall commence at
the conclusion of the Annual meeting.
Section 3. The Board of Trustees shall have the power to
fill vacancies in its membership for the period preceding the next Annual
Meeting, at which time such vacancies shall be filled for the remainder of the
terms of such vacancies by vote of the active members. A trustee who has served less than an
elective term of three years shall be eligible for immediate election.
Section 4. Without limitation on its power, the Board of
Trustees shall have the power to appoint such committees for the conduct of
Church business as it shall deem necessary.
Section 5. The Board of Trustees shall
have the power to determine the operating and capital annual budget for the
coming fiscal year and shall report the same to the congregation at the next
Annual Meeting, at which time the congregation may, by simple majority vote,
make such changes in same as it shall deem necessary or desirable. The Board of Trustees shall have the power
during the fiscal year to make such changes in the budget and in the amounts to
be expended thereunder as it shall deem necessary, provided, however, that the
total amount expended in any fiscal year shall not, without the approval of the
congregation by a simple majority vote, exceed by more than ten percent the
total amount of the budget the total amount of the budget adopted by the
Congregation for that fiscal year. Provided, however, the Board may, by a
two-thirds vote of the full Board, expend capital funds for emergency repairs
or for unbudgeted but necessary capital expenditures.
Section 6. The Board of Trustees shall meet at least
once a month, and five members shall constitute a quorum. They shall be governed by the Constitution of
this Church and by such by‑laws as they themselves may from time to time
adopt.
Section 7. The Board of Trustees
shall recommend to the congregation nominees for the Nominating Committee.
Section 8. The Board of Trustees shall publish, and
revise when necessary, information describing the structure and functioning of
the Church organization (e.g., Bylaws or Operational Guidelines) and distribute
it to the membership. The Board shall maintain a written collection of its
policies and procedures, which shall be available to members for inspection and
copying.
Section 9. Committees of the church, other than the
Nominating Committee, shall be responsible to the congregation through the
Board of Trustees and shall be subject to the authority of the Board. This shall apply both to standing committees
and to special committees hence forth created either by the Board or by the
congregation; however, in the event of a disagreement between a congregational‑elected
special committee and the Board of Trustees, a majority of the special
committee shall be entitled to require the President of the Board to call a
congregational meeting to resolve the disagreement.
ARTICLE V.
OFFICERS
Section 1. The officers of this Church shall be
President, Vice‑President, Secretary and Treasurer, each of whom shall
serve a term of one year, and until their successors are respectively elected
and qualified. The President and Vice‑President
shall be elected by the Board of Trustees from the membership of the Board of
Trustees. The Secretary and Treasurer
shall be elected by the congregation at the Annual Meeting from the whole
membership, and vacancies in said offices shall be filled by the Board of
Trustees.
Section 2. The offices of Secretary and Treasurer may be
held by the same person.
Section 3. The President and the Secretary of the Church
shall, at the direction or upon the authority of the qualified active members
of the congregation as evinced by a majority vote of qualified active members
duly taken at any duly noticed Annual or Special Meeting of the Church at which
a quorum of ten percent of the qualified active members of the Church is
present, sell, lease, mortgage, pledge or otherwise deal with the real property
of the Church, and upon like direction or authority, shall buy, lease, or
otherwise deal with any real property.
All other duties of the President, Vice‑President, Secretary and
Treasurer shall be prescribed by the By‑Laws of the Board of Trustees,
and the Board may in its discretion appoint and remove from time to time an
Assistant Secretary and Assistant Treasurer, who shall perform such duties as
may be prescribed by said by‑ laws.
ARTICLE
VI. NOMINATING COMMITTEE
Section 1. The
Nominating Committee is responsible directly to the congregation. It recommends
to the congregation nominees for the Board of Trustees, Secretary, and Treasurer. It recommends to the Board members to fill
mid-term vacancies on the Board of Trustees.
Section 2. The
Nominating Committee is composed of three (3) members elected by the
congregation for staggered terms. One
member is elected at each Annual Meeting of the congregation to serve for a
term of three years. The Nominating Committee elects its own chair from among
its members.
Section 3. Any
vacancies that may occur are to be filled by the Board of Trustees for the
period between the occurrence of the vacancy and the next Annual Meeting, when
the remainder of the term will be filled by an election at such Annual Meeting.
No member after having served a term of three years shall be eligible for
re-election until the Annual Meeting following that at which such term expired.
A member who has served less than a term of three years shall be eligible for
immediate re-election.
Section 4.
Nominations from the Nominating Committee to be voted on at an Annual Meeting
shall be included in the notice given for the Annual Meeting. They also shall
be read to the congregation from the pulpit for two consecutive Sundays not
more than 30 days prior to the election.
Section 5. No member of the Board of Trustees may serve on
the Nominating Committee. The Nominating Committee shall not nominate one of
its own members to the Board.
ARTICLE
VII. THE MINISTER(S)
The minister(s) shall be
called by the church congregation on such terms and conditions and for such
salary as may be agreed upon by the Board of Trustees and by the minister. The minister(s) may be discharged by the
congregation or may give notice of a desire to terminate the relationship, in
accordance with such arrangements as shall be made between the minister and the
congregation. Temporary vacancies in the
pulpit shall be filled by the Board of Trustees. The Board of Trustees shall be responsible,
in the event of a vacancy in the pulpit, for selecting an interim minister when
needed, for establishing the process
for selection of a settled minister by the congregation, for contract negotiations with a prospective minister, and appropriate
recommendations to the congregation.
ARTICLE
VIII. MEETINGS
Section 1. The Annual Meeting of the members shall be held
at the Church on the first Monday of June, or upon such date as may be decided
upon by the Board of Trustees. Ten days
notice shall be given the congregation of such change of meeting and the fiscal
year shall run from July 1st to the following June 30th.
Section 2. At the Board Meeting a month following any
Congregational Membership Meeting the Board shall approve the minutes of the
Membership Meeting.
Section 3. Special Meetings of the congregation may be
called by the President of the Board of Trustees, who shall call such meetings
on the direction of the Board of Trustees or upon the written request stating
the nature of the business desired to be transacted of not less than five
percent of the active members of the Church who are qualified to vote upon such
business. If a Special Meeting is so
requested by members, the President shall call such Special Meeting within 60
days after receipt of such request. In
addition, special meetings of the congregation may be called as provided in
Section 8 of Article IV.
Section 4. Notice of all Special and Annual Meetings of
the Congregation shall be given to each active member by placing a notice in
First Class Mail at least ten days before the meeting or in other postal mail
at least 18 days before the meeting. It shall be additionally required that an
announcement of the meeting be read at the two Sunday services immediately
preceding the meeting. The notice of any
Special Meeting shall state the time and place of the meeting and the nature of
the business to be transacted and no other business shall be done at such
meeting. The notice of any Annual
Meeting shall state the time and place of the meeting and shall further state
that the noticed meeting is an Annual Meeting of the Congregation.
Section 5. At all meetings of the congregation ten
percent of the active members of the Church, as shown upon the membership list,
shall constitute a quorum for the transaction of business, and except as
otherwise provided herein a majority of all votes cast shall be necessary to
carry any measure. Provided, however, a
two‑thirds majority of all votes cast shall be required to sell, mortgage
or transfer title of any Church real property.
Section 6. At the Annual Meeting of the congregation,
nominations from the floor are in order, provided the consent of the nominee
has been obtained.
Section 7. At all congregational
meetings Roberts Rules of Order Revised shall be the accepted guide for
parliamentary procedure.
Section 8. Voting at all
meetings of the Congregation shall be by active members of the Church as shown
upon the membership list. Such members
who wish to vote upon any matter coming before the Congregation will be present
in person except as hereinafter provided.
Any member unable to attend the Congregational Meeting due to a
reasonable excuse may execute a written proxy; and such proxy must name a
specified person, who is a member in good standing, who shall have attempted
prior to the meeting to determine the absentee's views on the subject matter to
be voted upon. The criteria for the
determination of reasonable excuse shall be established by the Board of
Trustees by by-law adopted prior to the mailing of the official notice of any
special or regular congregational meeting. The President and Secretary of the
Board must attest to the satisfaction of reasonable cause for such proxy to be
valid 24 hours before the meeting except in the case of an emergency. A person holding a proxy may vote on any
matters that arise at the meeting. No
one individual may vote more than one proxy at any one meeting. Proxy voters
shall not count as part of the quorum.
ARTICLE IX. AMENDMENTS
Section 1. All former provisions of the Constitution and
Rules of Government which may be in conflict with this Constitution and Rules
of Government are repealed.
Section 2. Amendments to this Constitution and Rules of Government may be made at any Congregational Meeting at which there is a quorum by a two‑thirds vote of the active members present, provided the proposed amendment shall have been read from the pulpit for two consecutive Sundays, not more than 30 days prior to such meeting, and a copy of such proposed amendment shall have been included as part of the notice given for that meeting.