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Center for Spiritual Living
Bylaws
United Church of Religious Science®
January 20075
TABLE OF CONTENTS
PREAMBLE
ARTICLE 1 NAME
ARTICLE 2 OFFICES
2.1 PRINCIPLE OFFICES
2.2 OTHER OFFICES
ARTICLE 3 PURPOSEMISSION/VISION/VALUES
3.1 PURPOSEmm
3.2 VISION AND MISSIONMISSION
3.3 GLOBAL HEART
3.4 VISION
3.5 VALUES
ARTICLE 4 FULFILLMENT STRUCTURE
4.1 C.O.R.E. COUNCIL
4.2 VISIONING CORE
4.3 STEWARDSHIP CORE
4.4 MANIFESTATION CORE
4.5 COMPOSITION OF CORES AND COUNCIL
4.6 COUNCIL AND VISIONING CORE
ELIGIBILITY
4.7 VISIONING CORE AND COUNCIL MEMBER
TERMS
4.8 ANNUAL MEETING OF C.O.R.E. COUNCIL
ARTICLE 5 OFFICERS
5.1 CORPORATE OFFICERS
5.2 OFFICER RESTRICTIONS
5.3 ELECTION OF CORPORATE OFFICERS
5.4 RESIGNATION OF OFFICERS
5.5 PRESIDENT OF C.O.R.E. COUNCIL
5.6 VICE PRESIDENT OF C.O.R.E. COUNCIL
5.7 SECRETARY
5.8 TREASURER
5.9 COMMUNITY SPIRITUAL LEADER
5.10 COMMUNITY YOUTH LEADER
5.11 INDEMNIFICATION
ARTICLE 6 CENTER FOR SPIRITUAL LIVING
SPIRITUAL COMMUNITY
6.1 MEMBERSHIP
6.2 COMMUNITY MEMBERSHIP COVENANT
6.3 ECCLESIASTICAL OFFICES
ARTICLE 7 PARTNERSHIP PROGRAM
7.1 PARTICIPATION
7.2 AGREEMENTS
7.3 MENTORS
7.4 DIRECTOR
ARTICLE 78 ANNUAL MEETINGGATHERINGS
7.1 ANNUAL MEETING OF COMMUNITY MEMBERSMEETINGS
OF COMMUNITY MEMBERS AT
ANNUAL GATHERINGS
7.2 VOTING MEMBERS
7.3 PROCEDURAL MATTERS
7.4 SPECIFIC POWERS OF ANNUAL MEETGATHERING
7.5 VOTING
7.6 NOMINATIONS
ARTICLE 89 TEAMS
8.1 STANDING OR AD HOC TEAMS
8.2 AUTHORITY AND LIMITATIONS OF TEAMS
8.3 MEETINGS AND ACTIONS OF TEAMS
8.4 NOMINATING TEAM
ARTICLE 910 MEETINGS OF COUNCIL, CORES AND TEAMS
MEMBERS
9.1 VACANCY
9.2 RESIGNATION
9.3 VACANCIES FILLED BY COUNCIL, CORES AND TEAMS
9.4 VIRTUAL MEETINGS
9.5 TIME AND PLACE OF MEETINGS
9.6 MEETINGS BY CONSENT
9.7 REGULAR MEETINGS
9.8 CALLING SPECIAL MEETINGS
9.9 QUORUM
9.10 VOTING
9.11 WAIVER OF NOTICE
9.12 ADJOURNMENT
9.13 ACTION WITHOUT MEETING
ARTICLE 101 ADMINISTRATIVE AND ORGANIZATION DESIGN
10.1 ADMINISTRATIVE STRUCTURE
10.2 ORGANIZATIONAL MODEL
10.3 ORGANIZATIONAL DESIGN TEAM
10.4 ADMINISTRATIVE REVIEW
ARTICLE 112 RECORDS AND REPORTS
11.1 MAINTENANCE OF CORPORATE RECORDS
11.2 MEMBERS' INSPECTION RIGHTS
11.3 MAINTENANCE AND INSPECTION OF
ARTICLES AND BYLAWS
11.4 INSPECTION BY COUNCIL MEMBER
ARTICLE 123 DEDICATION OF ASSETS
ARTICLE 134 NON-PARTISAN ACTIVITIES
ARTICLE 14 5 CONSTRUCTIONS AND DEFINITIONS
ARTICLE 156 TRANSITIONAL PROVISIONS
15.1 INITIAL ELECTION
15.2 MEMBERSHIP
ARTICLE 167 AMENDMENT OF BYLAWS
16.1 AMENDMENT BY DELEGATESMEMBERS
16.2 INITIATION OF AMENDMENT
16.3 PROCEDURES
16.4 NOTICE
16.5 EFFECTIVE DATE
Bylaws of the Center for Spiritual Living [CSL], Medford, Oregon
An Oregon Nonprofit Religious Corporation
Preamble
American metaphysician Ernest Holmes developed the Science of
Mind, a spiritual teaching for the modern world. He defined it as "a
correlation of laws of science, opinions of philosophy, and
revelations of religion, applied to human needs and the aspirations
of man." Science of Mind unites, in a simple and useful form, the
essence of the spiritual concepts which have been presented
by the great teachers of all ages, doing so in a manner which is
clear, concise and practical.
We believe that the Science of Mind philosophy can transform the
hearts and minds of humanity and contribute significantly to
bringing love, harmony, peace and abundance to all people
everywhere, without consideration of race, color, gender, sexual
orientation, religion, national origin, age or physical conditions.
Therefore, the [ CSL ] spiritual community does hereby affirm that
it is a teaching and healing ministry carrying Science of Mind to
the people of the world, at all levels, using all available
resources in the most effective manner to achieve these objectives.
Article 1
1 Name
The name of this corporation is The Center for Spiritual Living,
a Church of Religious Science (hereinafter referred to as CSL).
Article 2
2 Offices
2.1 Principal Office
The principal executive office for the transaction of the
business of the [ CSL ] is located at 1119 Ellen Ave. Medford, OR
97501[ address ].. The C.O.R.E. Council may change the principal
executive office from one location to another.
2.2 Other Offices
The Council may at any time establish branch or subordinate
offices at any place or places where the [ CSL ] is qualified to do
business.
Article 3
3 Purpose
3
Mission/Vision/Values
3.1 MissionPurpose
The purpose of the [CSL ] is to: ______________.
Center for Spiritual Living is an open and diverse spiritual
community recognizing the Divine in everyone.
We are committed to individual and collective transformation
based on the teaching and principles of Science of Mind.
3.2 Vision
We embrace the Global Heart Vision:
A WORLD THAT WORKS FOR EVERYONE
…where poverty, hunger, homelessness, disenfranchisement and war
no longer prevail.
3.3 Values
…where forgiveness, compassin, non-violence, respect,
appreciation of beauty, and the generous sharing of resources
are the norm.Vision and Mission
_______________________________________________________
UCRS Vision and Mission statements from the 2000 Convention
Our Internal Vision:
We are a global presence and resource for spiritual awakening.
Our Internal Mission:
We implement our vision with the highest levels of
service and professional excellence.
Our External Vision:
We inspire and serve our local and global community in spiritual
evolution.
Our External Mission:
We support individuals in their personal growth and spiritual
transformation.
3.1.1 Global Heart
The United Church of Religious Science is a global spiritual
community of people pervasively caring for and about each other and
the entire human family, thereby bringing the gift of active
compassion to the world. As a member of the United Church of
Religious Science, our spiritual community is a point of
inspiration, which effectively advances the vision of Global Heart
as articulated in the United Church of Religious Science
Organizational Design Model.
3.1.2 The [ CSL] is a vision guided, values based
Spiritual Community.
Article 4
4 FFulfillment Structure
4.1 C.O.R.E. Council
The C.O.R.E. Council (also referred to herein as Council)
takes its name from the acronym Consciousness of Reality Evolving.
The role, functions and powers of the Council shall be those
detailed in the [CSL ] Organizational Design Model. Without
prejudice to the Organizational Design Model, and subject to the
same limitations, the Council shall synthesize the input flowing
from the Visioning, Stewardship and Manifestation Cores into a clear
direction for the Community.
4.1.1 General Corporate PowersGENERAL CORPORATE POWERS
Subject to the provisions of the Oregon[ name of state ]
Nonprofit Corporation Law and any limitations in the Articles of
Incorporation and these Bylaws relating to action required to be
approved by the members, the business and affairs of the [CSL ]
shall be managed and all corporate powers shall be exercised by or
under the direction of the C.O.R.E. Council.,
4.1.2 Specific Powers of the CouncilSPECIFIC POWERS OF
THE COUNCIL
Without prejudice to the general powers referred to above, and
subject to the same limitations, the Council members shall have the
power to appoint and remove all officers of the [CSL], as herein
provided, and may provide for their compensation. The Council may
appoint Teams and prescribe such powers and duties for them as are
consistent with law, the Articles of Incorporation of the [CSL] and
these Bylaws. The Council may also cause the [CSL] to be qualified
to do business in any other state, territory, dependency or country
and conduct business within or outside the State of Oregon[name of
State]. The Council mayshall adopt, make and use a corporate seal
and alter the form of the seal and may borrow money and incur
indebtedness on behalf of the [CSL ].
4.2 Visioning Core
The role, functions and powers of the Visioning Core shall be
those detailed in the Organizational Design Model. Without prejudice
to the Organizational Design Model, and subject to the same
limitations, the Visioning Core shall receive input from Visioning
Teams throughout the spiritual community the C.O.R.E. Council and
members of the spiritual community and integrate this input into a
core vision, for theour evolving pathway of the community. The
Visioning Core may appoint Teams and prescribe such powers and
duties for them as are consistent with law, the Articles of
Incorporation of the [ CSL ] and these Bylaws.
4.3 Stewardship Core
The role, functions and powers of the Stewardship Core shall be
those detailed in the Organizational Design Model. Without prejudice
to the Organizational Design Model, and subject to the same
limitations, the Stewardship Core shall be responsible for fiscal
oversight and cultivation, along with basic legal and corporate
oversight and development of budgets, as well as financial reports
and tracking. It may appoint Teams and prescribe such powers and
duties for them as are consistent with law, the Articles of
Incorporation of the [CSL] and these Bylaws.
4.4 Manifestation Core
The role, functions and powers of the Manifestation Core shall be
those detailed in the Organizational Design Model. Without prejudice
to the Organizational Design Model, and subject to the same
limitations, the Manifestation Core shall be comprised of both
Ooperational and Eecclesiastical Teams charged with fulfilling
particular aspects of the evolving pathway of the Community. The
Manifestation Core may appoint Teams and prescribe such powers and
duties for them as are consistent with law, the Articles of
Incorporation of the [CSL] and these Bylaws.
4.5 Composition of Council and Cores
4.5.1 The Council of this corporation shall consist of the
Community Spiritual Leader, the Coordinator of the Visioning
Core, the Coordinator of the Stewardship Core, the two
Coordinators of the Manifestation Core, and three Laity.
4.5.2 The Visioning Core shall consist of the Community
Spiritual Leader, the Community Youth Leader, at least one and
up to three Practitioner/Practitioner students and at least one
and up to three laity. The Community Spiritual Leader shall
appoint the Visioning Core Coordinator from the members of the
Visioning Core.
4.5.3 The Stewardship Core shall consist of a Coordinator
hiredappointed by the Council, paid staffthe C.O.R.E. Council
Treasurer, and volunteer members of the Community gifted and
motivated to serve in this Core.
4.5.4 The Manifestation Core shall consist of an Operational
Coordinator and an Ecclesiastical Coordinator hiredappointed by
the Council, paid staff and members of the Community gifted and
motivated to serve in this Core.
4.6 Council and Visioning Core
Eligibility
To be eligible to be elected or appointed as a member of the
Council or Visioning Core, a candidate must be a member for at least
18 months (for lay positions) or a Practitioner (for practitioner
positions) in good standing with the Community. Criteria for
eligibility shall be set by the Nominating Team and shall be guided
by the Organizational Design Proposal.
4.7 Council and Visioning Core Member
Terms
Each Council or Visioning Core member shall serve a term of
twohree years, which term shall begin immediately upon election. A
Council or Visioning Core member may be re-elected to a successive
term only once. No person having served as a Council or Visioning
Core member shall be eligible for re-election for at least one year
after expiration of the most recent full term of office.A Visioning
Core or Council member may be re-elected to a successive term only
once.
4.8 Annual Meeting of C.O.R.E. Council
4.8.1 The Annual Meeting of the Council shall be for the
purpose of electing officers of the Council as appropriate,
scheduling regular meetings of the Council, appointing
Teams, and transacting such other lawful business as the
Council deems appropriate.
4.8.2 The date and/or place of the Annual Meeting shall
be determined by and may be changed by the Council. The
Secretary shall give each Council member and the Community
Spiritual Leader at least thirty days notice in writing of
the date, time and place of the Annual Meeting.
Article 5
5 Officers
5.1 Corporate Officers
The corporate officers of the [ CSL ] shall be President of
the Council, a Vice President of the Council, a Secretary, and a
Treasurer. The [ CSL ] may also have, at the discretion of the
Council, one or more Assistant Secretaries, one or more
Assistant Treasurers, and such other officers as may be elected
by the Council.
5.2 Officer Restrictions
The same person may not hold more than one office. The
Coordinators of the Visioning Core, Stewardship Core and the
Manifestation Core are ex-officio, advisory, voting members of the
Council and may not serve as an officer of the Council. The
Manifestation Core and Stewardship Core coordinators shall not vote
on administrative matters.
5.3 Election of Corporate Officers
Except where a term of office is specified, corporate officers
shall serve at the pleasure of the Council. The Council shall elect
the corporate officers of the [ CSL ].
5.4 Resignation of Officers
Any officer may resign at any time by giving written notice to
the Council. Any resignation shall take effect at the time of
receipt of the notice or at any later time specified in that notice.
Unless otherwise specified in the notice, the acceptance of the
resignation shall not be necessary to make it effective.
5.5 President of the C.O.R.E. Council
The President shall preside at meetings of the Council, shall be
the Presiding Officer for Annual MeetingGathering business meetings
and shall be the Annual MeetingGathering Planning Team Leader. The
President shall exercise and perform such other powers and duties as
may from time to time be assigned to the President by the Council or
prescribed by these Bylaws.
5.6 Vice President of the C.O.R.E. Council
The Vice President shall preside at all meetings of the Council
in the absence of the President and shall perform such other duties
as may be delegated to the President or required by the Council.
5.7 Secretary
The Secretary shall give or cause to be given, notice of all
meetings of the Council required by the Bylaws to be given, keep the
seal of the corporation in safe custody if applicable, and perform
such other duties as may be prescribed by the Council or these
Bylaws.
5.8 Treasurer
The Treasurer shall be the chief financial officer of the [ CSL ]
and shall answer directly to the Council. The Treasurer shall
maintain depositories for all money and valuables in the name and
credit of the [ CSL ] as may be designated by the Council for
receipt and disbursement of funds of the [ CSL ]. This shall be done
in a manner consistent with the policies adopted by the Council. The
Treasurer shall render to the Council members, whenever they request
it, statements of the financial condition of the [ CSL ]. The
Treasurer shall perform such other duties as may be prescribed by
the Council or these Bylaws. If required by the Council, the
Treasurer shall give the [ CSL ] a bond in the amount and with the
surety or sureties specified for faithful performance of the duties
of the office of Treasurer. Such bond shall be at the expense of the
[ CSL ].
5.9 Community Spiritual Leader
The Senior Minister shall be the Community Spiritual Leader (also
referred to herein as Minister CSL), whose role and
qualifications shall be those detailed in the Organizational Design
Model and these Bylaws.
5.9.1 TERM OF OFFICE
The CSL Minister shall serve the Community until retirement,
resignation or by termination. Notwithstanding any provision of Tthe
letter of call or acceptance or any other is a binding agreement of
understanding, with non-renewal being the means of termination of
the employment of the Minister. shall be terminated without
liability by action of the members of this Community Member as
provided for in the affiliation agreement with the United Church of
Religious Science. In the event that non-renewal is being
considered, by the C.O.R.E. Council, open communication and
negotiation with the Minister will be maintained throughout the
process. A minimum of three months notice will be given to the
Minister if termination by non-renewal of the letter of call is
decided upon. The CSL Minister shall have tenure after twenty-five
years of faithful service to the Community.
5.9.2 SUPPORT OF THE COMMUNITY SPIRITUAL LEADER
The MinisterCSL shall be supported by a staff. The Community
Spiritual Leader shall receive compensation as determined by the
Council.
5.10 Community Youth Leader
The Community Youth Leader represents and emphasizes the
importance of youth in theour Community, and shall be appointed at
the pleasure of the C.O.R.E. Council. The role and qualifications of
the Community Youth Leader (also referred to herein as CYL)
shall be those detailed in the Organizational Design Model, and
shall be a minimum of age 18. Without prejudice to the
Organizational Design Model, and subject to the same limitations,
the CYL shall serve as President of the Youth Council, and
participate on the Visioning Core as much as possible. The CYL may
receive an expense stipend to be determined and allocated by the
Council.
5.11 ELECTION
The Community Youth Leader shall be elected by the youth of our
Community at an annual meeting called specifically for that purpose.
TERM OF OFFICE
The Community Youth Leader shall serve a one-year term, with the
opportunity to be reelected to one successive term.
SUPPORT FOR THE COMMUNITY YOUTH LEADER
The Community Youth Leader shall receive an expense stipend to be
determined and allocated by the Council.
Indemnification of Council members, Officers, Employees and
Other Agents
The Council may, to the extent allowed by law, authorize the [
CSL ] to indemnify its Council members, officers, employees and
other agents against damages and liabilities, including court costs
and attorney's fees, incurred in the course and within the scope of
their employment, or in the performance of duties on behalf of the [
CSL ], or arising out of their status as such Council members,
officers, employees and other agents; and may authorize the purchase
of insurance on behalf of such persons for the foregoing purposes.
Article 6
6 TThe [ Center for Spiritual Living ] Spiritual Community
6.1 Membership
6.1.1 COMMUNITY MEMBERS
Members of the [ CSL ] spiritual community shall be those
individuals participating in good standing in accordance with the
Community Membership Covenant granting such membership. They shall
also be referred to herein as Community Members of the [ CSL ]
Spiritual Community.
6.1.2 GOOD STANDING
Good standing shall be presumed unless a finding is made by the
Council that a given Community Member is not in good standing
pursuant to the provisions of its Community Membership Covenant.
6.1.3 TERMINATION OF MEMBERSHIP
Membership may be terminated through resignation, or by action of
the Council should it determine that the member is no longer in good
standing with the Community Membership Covenant.
6.2 Community Membership Covenant
Conscious alignment with and endorsement of theour 10 Guiding
Concepts establish membership in our Spiritual Community. These
Concepts are derived from the values that are shared throughout the
United Church of Religious Science and within thisour own spiritual
community.
Each member will also be encouraged on an annual basis to agree
to the following Four5 Commitments, which are essential to
participation in and support of our spiritual community.
6.2.1 Each member pledges annually is encouraged to embrace
the values, vision and standards of our Community.
6.2.2 Each member pledges annually is encouraged to share our
teachings with others, inviting them to visit Meetings of
UCRSour gatherings, CSLour church service, and our classes.
6.2.3 Each member pledges annually to be in partnership with
another member in the Good Neighbor Plan.
Each Community Member agrees to support the Community with
his/hertheir gifts and talents, and as possible, participate in
the projects and ministries of the Religious Science Spiritual
Community.
6.2.4 Each member pledges annually to support the Community
with an undisclosed percentage of their income. This is their
"seed money". That percentage can begin at any amount, but it
begins with the expectation that they will giving increases
their giving as they prosperity increases.
6.3 Ecclesiastical Offices
The Ecclesiastical Offices of the [CSL] shall be Minister of
Religious Science (also referred to herein as Minister) and licensed
Practitioner of Religious Science (also referred to herein as
Practitioner).
Article 7
4 Partnership Program
The Partnership Program shall be as detailed in the
Organizational Design Model. Without prejudice to the Organizational
Design Model, and subject to the same limitations, the requirements
of the Partnership Program shall be the following.
4.1 Participation
Every Community Member is committed to being in partnership with
at least one other Community Member.
4.2 Agreements
The roles and responsibilities of the partnership shall be
established in a set of agreements or commitments.
4.3 Director
The Council shall appoint a Director to coordinate this program
with guidance from the Community Spiritual Leader.
Article 8
7 ANNUAL MEETING
Annual Gatherings
7.1 Meetings of Community Members at the Annual MeetGathering
of Community Members
The members of [CSL ] Spiritual Community shall meet at the
Annual Gathering. The Annual Gathering shall consist of
representatives of our spiritual community and voting members as
provided in Section 8.annually2.
7.1.1 TIME AND PLACE
The Annual MeetGathering shall meet at such time and location as
determined by the Council and shall be at a location accessible to
the general membership.
7.1.2 PURPOSE
The Annual MeetGathering is a time of inspiration, education,
deepening, sharing and testimony, music and rejoicing, recruitment
for key projects for the Community and for the world, and renewing
theour commitment for the Mission/Vision/Values. Business and
politics shall be kept to a minimum. Election of officers and other
business as necessary is conducted.
7.2 Voting Members
Community Members in good standing shall be eligible to vote.
7.3 Procedural Matters
The Council shall prescribe all rules for the conduct of the
business and affairs of the Annual MeetGathering.
7.3.1 VOTER ROSTER
BThirty days before each Annual MeetGathering the Secretary of
the [ CSL ] shall submit to the Council a roster of each Community
Member qualified to vote at the Annual MeetGathering. Such roster
shall contain each Voting Members' name, mailing address and
telephone number.
7.3.2 CHANGES TO VOTER ROSTER
Prior to the Annual MeetGathering the Voter Roster may be amended
by action of the Council.
7.3.3 QUORUM
A majority of the Community Members, as designated in these
Bylaws, present and registered at the Annual MeetGathering shall
constitute a quorum for the transaction of business. An Annual
Gathering at which a quorum is initially present may continue to
transact business, notwithstanding the absence of a quorum from any
subsequent session of the Annual Gathering. The voting majority that
is required by these Bylaws must approve any action taken.
7.4 Specific Powers of the Annual MeetGathering
7.4.1 ANNUAL GATHERING PROGRAM
The Gathering shall have the power to conduct a program of
inspiration, education and deepening, sharing and testimony, music
and rejoicing which supports a climate of safety, trust, and an
absolute reliance upon the guidance of Spirit.
CONDUCT OF BUSINESS
The GatheringMembership shall elect members of the Council, the
Visioning Core, and the Nominating Team as provided herein, and hear
and consider recommendations and reports of the Council. By
resolution, the Gathering may establish policy and give direction to
the Council for their implementation with due diligence to the
Values and Vision, and prudent management of the assets of the [ CSL
].
7.4.2 AMEND BYLAWS
The GatheringMembership has the power to amend these Bylaws in
accordance with Article 16 17 of these Bylaws and to consider and
act on reports and resolutions not affecting these Bylaws and not in
conflict with rules prescribed by the Council.
7.4.3 RECALL OF ELECTED OFFICIALS
Any elected official of the [ CSL ] may be removed from office
for cause by authority of the electing body. Such proceedings may be
initiated by a written statement of charges of misfeasance,
malfeasance or nonfeasance against said official signed by at least
five members of the electing body and delivered to the presiding
officer of the electing body. Within fifteen days after delivery of
the charges, the presiding officer shall convene a preliminary
investigative panel of three members of such body. If, the charges
cannot be resolved and dismissed at that level, they shall be
returned to the presiding officer of the electing body. Such charges
shall then be forwarded to an evaluation board composed of six
members of the electing body, three members of which shall be chosen
by the presiding officer and three by the elected official under
consideration. Except in extreme circumstances said evaluation board
shall complete its investigation and render its decision within
forty-five days after being named. A majority decision of said
evaluation board shall be final except that the elected official
under consideration may appeal such decision to the Council.
7.4.4 LIMITATIONS ON PUBLIC POLICY PRONOUNCEMENTS
As a general rule, public policy pronouncements shall not be made
on behalf of the [ CSL ] by anyone other than the Community
Spiritual Leader. If a demanding situation arises, a public policy
pronouncement may be made, but only if it is consistent with the
provisions of Article 134 of these Bylaws and is adopted by the
following procedure.
7.4.5 A resolution embodying the pronouncement is adopted at
an Annual MeetGathering by the affirmative vote of at least
three-fourths of the delegatesmembers present and voting
(provided that said affirmative vote is at least equal to
three-fourths of a quorum as defined in Subsection 78.3.3) and,
7.4.6 The resolution referred to in Paragraph 78.4.5 above is
referred to the Community Spiritual Leader for further
articulation and consideration in light of the Vision and Values
of our spiritual community.
7.5 Voting
7.5.1 REGISTERED VOTERS
Except as otherwise provided herein, individuals registered and
in attendance at the Annual MeetGathering, are entitled to one vote
on each matter submitted for a vote.
7.5.2 REQUIRED MAJORITY
Any matter properly before a Gathering of the Community the
Annual Meeting of CSL may be adopted by the affirmative vote of a
majority of the delegatesmembers present and voting, except that
said affirmative vote is at least equal to a majority of a quorum as
defined in Subsection 78.3.3 of these bylaws. A simple majority
requirement shall not apply to resolutions relating to Bylaw changes
as provided for in Article 167, public policy pronouncements as
provided for in Section 78.4.5 of these Bylaws and removal of the
Community Spiritual Leader as provided for in Section 5.9.1.
7.5.3 CONDUCT OF ELECTIONS
If more than one person is nominated to fill an office and no
candidate receives a majority vote on any ballot, the name of the
candidate with the least number of votes shall be dropped at each
round of voting until one candidate receives a majority of the votes
cast.
4.3.1 PARTICIPATION BY OTHER THAN DELEGATES
The Council may prescribe rules under which appropriate persons
or groups may participate in Annual Gatherings.
7.6 Nominations
7.6.1 NOMINATIONS BY NOMINATING TEAM
The Nominating Team of the [ CSL ] shall prepare a slate of one
or more nominees qualified for each office to be filled. This slate
shall be filed with the Secretary of the Council at least forty
fiveninety days prior to the Annual MeetGathering at which the
office is to be filled. The Nominating Team shall prepare a
biographical guide correlating the qualities of the nominee with the
qualifications as stated in the Organizational Design model and
shall obtain the written consent to serve of each nominee. The
Secretary shall communicate the slate to all Community Members at
least thirtysixty days prior to the Annual MeetGathering.
7.6.2 NOMINATION BY PETITION
A candidate who meets the qualifications for election as stated
in the Organizational Design model may be proposed by a petition
signed by at least three en Community Members. This petition shall
be filed with the Nominating Team at least thirtyforty-five days
prior to the election. A biographical guide correlating the
qualities of the nominee with the qualifications as stated in the
Organizational Design model and the written consent to serve of the
nominee shall be filed with the petition. The Nominating Team shall
file the petition with the Secretary of the Council at least
twentyhirty days prior to the Annual MeetGathering at which the
office is to be filled. The Secretary shall communicate the petition
to all Community Members at least fifteen days prior to the Annual
MeetGathering.
Article 89
8 Teams
8.1 Standing or ad hoc Teams
Teams may be designated from time to time by the Council. Members
of such Teams shall serve at the pleasure of the Council.
8.2 Authority and Limitations of Action
Teams, to the extent provided in the resolution of the Council,
shall have the authority delegated by the Council. No Team,
regardless of Council resolution, may take any final action on
matters that, under the Nonprofit Corporation Law of Oregon[ name of
State ], also require Members' approval or approval of a majority of
all the Members. Teams may not fill vacancies on the Council, or on
any Team that has the authority of the Council, amend or repeal
these Bylaws or adopt new bylaws, amend or repeal any resolution of
the Council or appoint any other Teams or the members of any Teams.
8.3 Meetings and Actions of Teams
Regular meetings of Teams may be scheduled by resolution of the
Council or by resolution of the Team. Special meetings of Teams may
be called by the President of the Team or by resolution of the
Council. Notice of special meetings of Teams shall be given to all
persons who have the right to attend meetings of the Team. Minutes
shall be kept of each meeting of any Team and shall be filed with
the corporate records. The Council may prescribe rules for the
conduct of the business of any Team not inconsistent with the
provisions of these Bylaws.
8.4 Nominating Team
MEMBERS
The Nominating Team of the [ CSL ] shall be elected at the Annual
Gathering.appointed by the Council three months prior to the Annual
Meeting. It shall be comprised of the Minister and two four
Community Members who have at least fivethree years of significant
involvement within the Community, and two members of the Visioning
Core who are appointed by the CSL.
TERM OF OFFICE
The two Visioning Core members of the Nominating Team would serve
one-year terms. All other members would serve two-year terms. Half
of the two-year terms expire each year. A Team member serving a full
term of office may be re-elected to one successive term.
Article 910
9 MeMeetings of Council, Core and Team Members
9.1 Vacancy
A vacancy or vacancies of an elected or appointed position shall
be deemed to exist on the occurrence of the death or resignation of
any member, or the finding of a court that a member is of unsound
mind or is convicted of a felony. A vacancy is also created by
removal in accordance with Subsection 78.4.4 of these bylaws, or by
the affirmative vote of three-fourths of the total membership of the
Council for actions inconsistent with the responsibilities of a
Council, Core or Team member of United Church of Religious Science.
The failure of delegates to elect a Council, Core or Team member
scheduled for election at that business meeting shall also create a
vacancy.CSL.
9.2 Resignation
Except as provided in this paragraph, any Council, Core or Team
member may resign. The resignation shall be effective on giving
written notice to the Council, Cores or Teams unless the notice
specifies a later time for the resignation to become effective. If
the resignation of a Council, Core or Team member is effective at a
future time, the Council, Cores or Teams may elect a successor to
take office as of the date when the resignation becomes effective.
If a Council, Core or Team member is absent from three consecutive
meetings, that Council, Core or Team member shall, at the election
of the Council, Cores or Teams, be deemed to have resigned. If a
Council, Core or Team member ceases to meet the eligibility
requirements of their position the Council, Core or Team member, at
that time, is deemed to have resigned.
9.3 Vacancies Filled by Council,
Cores or Teams
Vacancies on the Council, Cores or Teams shall be filled by a
majority vote of the Council, Core or Team members then in
office, even though less than a quorum. A member that is
appointed to a Council, Core or Team by the Council, Cores or
Teams to fill a vacancy shall serve the unexpired term of
the vacant office. A Council, Core or Team member filling a term
of term remainder of two years or less than two years remaining
shall be eligible for immediate election to a full term of
office. A Team member serving a full term of office may be
re-elected to a successive term only once. A member shall again
be eligible for re-election after one year out of office.
9.4 Virtual Meetings
Any regular or special meeting may be held by teleconference or
Internet communication equipment so long as all Council, Core or
Team members can participate and their identity is verified to one
another. All such Council, Core or Team members shall be deemed to
be present in person at such a meeting.
9.5 Time and Place of Meetings
Regular and special meetings of the Council, Cores or Teams may
be held at any time and place that has been designated from time to
time by resolution of the Council, Cores or Teams. In the absence of
a different designation, such meetings shall be held at the
principal location of the [ CSL ].
9.6 Meetings by Consent
Notwithstanding the provisions of Subsection 910.5 a regular or
special meeting of the Council, Cores or Teams may be held at any
time and place consented to in writing by all Council, Core or Team
members either before or after the meeting. If consents are given,
they shall be filed with the minutes of the meeting.
9.7 Regular Meetings
The date and time of regular meetings of the Council, Cores or
Teams shall be fixed by resolution of the Council, Core or Team
members. No notice of such regular meetings need be given.
9.8 Calling Special Meetings
The President or any two of the Council, Core or Team members
have the authority to call special meetings of the Council, Cores or
Teams for any purpose at any time. Notice of the date and time of
such special meetings shall be given to each Council, Core or Team
member by telephone e-mail at least five days prior to the meeting;
or to a person at their office or residence who would reasonably be
expected to communicate such notice promptly, or sent at least seven
days before the time set for the meeting by first class mail to the
Council, Core or Team member’s address shown on the records of the
CSL. Such notice shall be given to the Council, Core or Team member
's telephone number shown on the records of the [ CSL ]. Written
notice of the meeting must also be sent at least five days before
the time set for the meeting by first class mail to the Council,
Core or Team member 's address shown on the records of the [ CSL ].
The notice shall state the date, time and purpose of the meeting.
The C.O.R.E. Council may also call a special membership meeting in
addition to the Annual Meeting, as required during the year with at
least thirty days notice to the membership.
9.9 Quorum
A majority of the authorized number of Council, Core or Team
members shall constitute a quorum for the transaction of business
except to adjourn as provided in Section 910.12. A meeting at which
a quorum is initially present may continue to transact business,
notwithstanding the withdrawal of one or more members. The Council,
Core or Team member majority that is required by these Bylaws must
approve any action.
9.10 Voting
Every act or decision done or made by a majority vote of the
total membership of the Council, Cores or Teams at a meeting where a
quorum of members is present shall be regarded as the act of the
Council, Cores or Teams, subject to the provisions herein relating
to a larger required vote, and the provisions of the Oregon [ name
of State ] Nonprofit Corporation Law, including without limitation,
those provisions relating to (a) approval of contracts or
transactions in which a Council member has a direct or indirect
material financial interest, (b) appointment of Teams, and (c)
indemnification of Council members.
9.11 Waiver of Notice
The transaction of business at any meeting of the Council, Cores
or Teams however called, noticed or held shall be as valid as though
taken at a meeting duly held after regular call and notice if a
quorum is present and if before or after the meeting, each of the
members not present sign either a written waiver of notice, a
consent to holding the meeting, or an approval of the minutes. The
waiver of notice or consent need not specify the purpose of the
meeting. All waivers, consents and approvals shall be filed with the
corporate records or made a part of the minutes of the meeting.
Notice of a meeting shall also be deemed given to any Council member
who attends the meeting without protesting the lack of adequate
notice before or at its commencement.
9.12 Adjournment
A majority of the Council, Cores or Team members present, whether
or not constituting a quorum may adjourn any meeting to another time
and place.
9.13 Action without Meeting
Any action required or permitted by the Council, Cores or Teams
may be taken without a meeting, if all members of the Council, Cores
or Teams, collectively or individually, consent in writing to that
action. Such action by written consent shall have the same force and
effect as a unanimous vote. Such written consent or consents shall
be filed with the minutes of the proceedings of the Council, Cores
or Teams.
Article 101
10 AdmAdministrative and Organizational Design
10.1 Administrative Structure
The Council shall provide for the establishment of such
administrative structure of the [ CSL ], as it deems necessary
for the effective and efficient management of the affairs of the
[ CSL ] Spiritual Community.
10.2 Organizational Model
The Organizational Design Proposal, approved by the
Council shall be the Organizational Design Model for the structure
of the [ CSL ].
10.3 Organizational Design Team
The Community Spiritual Leader, the President and the Visioning
Core Coordinator shall be the ongoing Design Team to bring forth
adjustments to the model as it is launched and utilized. The
Organizational Design Team shall have full authority to receive
input and to make changes to the model. The Design Team is empowered
to coach Community Members in all aspects of the model's operation.
10.4 Administrative Review
The Council shall, at least annually, review the administrative
structure of the [ CSL ] to maintain functional effectiveness and
make such changes as are appropriate, with respect to the
Organizational Design model.
Article 112
11 RecRecords and Reports
11.1 Maintenance of Corporate Records
11.1.1 The Secretary of the [ CSL ] shall keep or cause to be
kept, adequate and correct books and records of account,
minutes, in written form, of the proceedings of each Annual
MeetGathering, the Council and all committees of the Council.
This shall include the time and place of holding, whether
regular or special, and if special, how authorized, the notice
given and the name of those present at such meetings. Also, a
record of the names, addresses, and voting rights of all
Community Members shall be maintained. All such records shall be
kept at the principal executive office of the [ CSL ].
11.1.2 The Treasurer of the [ CSL ] shall keep or cause to be
kept adequate and correct books and records of accounts of the
properties and business transactions of the [ CSL ]. This shall
include accounts of its assets, liabilities, receipts,
disbursements, gains, losses, and capital, retained earnings and
other matter customarily included in financial statements.
11.2 Members' Inspection Rights
Any Community Member may, at any reasonable time, upon demand on
the [ CSL ] given five business days prior thereto, and for a
purpose reasonably related to the interest of such Community Member
(a) inspect the and copy the records of names and addresses of
Community Members and records respecting the voting rights of
Community Members; and (b) inspect and copy the accounting books and
records and minutes of the proceedings of the Annual MeetGathering
and the Council and Teams of the Council.
11.3 Maintenance and Inspection of Articles and Bylaws
The [ CSL ] shall keep at its principal executive office the
original or a copy of its Articles of Incorporation and its Bylaws,
as amended to date, which shall be open to inspection by Community
Members at all reasonable times.
11.4 Inspection by Council members
Every Council member shall have the right at any reasonable time
to inspect, copy and make extracts of all books, records and
documents of the [ CSL ] and to inspect the physical properties of
the [ CSL ].
Article 123
12 DedDedication of Assets
The properties and assets of the [ CSL ] are irrevocably
dedicated to religious purposes. No part of the net earnings,
properties or assets of the [ CSL ] on dissolution or otherwise
shall inure to the benefit of any private person or individual
or any Council member of the [ CSL ]. On liquidation or
dissolution, all properties and assets of the [ CSL ] shall be
distributed and paid over to an organization described in
Internal Revenue Code, Section 501(c)(3) dedicated to religious
purposes.
Article134
13 Non-Partisan Activities
The [ CSL ] is governed by the Oregon[ name of State ] Nonprofit
Religious Corporation Law. It shall be nonprofit and nonpartisan. It
shall not publish or disseminate materials with the purpose of
attempting to influence legislation. It shall not participate or
intervene in any political campaign on behalf of any candidate for
public office, or for or against any cause or measure being
submitted to the people for a vote.
Article 145
14 Construction and Definitions
Unless the context requires otherwise, the general provisions,
rules of construction and definitions in the Oregon[ name of State ]
Nonprofit Corporation Law shall govern the construction of these
Bylaws. Without limiting the generality of the above, the masculine
gender includes the feminine and neuter, the singular number
includes the plural, the plural number includes the singular, and
the term "person" includes both the [ CSL ] and a natural person.
Robert's Rules of Order Newly Revised shall, when applicable,
control in any situation not covered by these Bylaws.
Article 156
15 TraTransitional Provisions
15.1 Initial Elections
On adoption of these bylaws at the Annual MeetGathering, the
initial election shall be as follows.
15.1.1 NOMINATING TEAM
Positions #1 and #2 shall serve a one-year term, with the
opportunity for reelection to one additional two-year term at the
next Annual Gathering. Positions #2 and #4 shall serve a full
two-year term. Two Visioning Core members serve a one-year term on
this Team by appointment of the CSL.
VISIONING CORE
One Practitioner (positions #1) and one Community Member
(positions #4) shall serve a one-year term. One Practitioner
(positions #2), and one Community Member (positions #5) shall serve
a two-year term. One Practitioner (positions #3), one Community
Member (positions #6) shall serve a full three year term. The
CSLMinister and CYL are ex-officio members of this Core.
15.1.2 C.O.R.E. COUNCIL
There are three elected laity positions. Position #1 shall be a
one-year term. Position #2 shall be a two-year term. Position #3
shall be a three-year term. The CSL Minister and the Core
Coordinators serve as ex-officio members.
15.2 Membership
The Community Membership Covenant establishes affirms membership
with the [ CSL. Members will be encouraged to renew this covenant
annually beginning at the January 2007 Annual Meeting ]. Those
becoming members after this meeting will be encouraged to sign the
covenant at the time of their membership. Upon adoption of these
bylaws, all members of the [ CSL ] shall have until 100 days prior
to the Annual Gathering to endorse a Community Membership Covenant
with the [ CSL ]. This Community Membership Covenant shall contain
at least the minimum requirements for membership as stated in
Article 6.2 of these bylaws and be filed with the Secretary of the
C.O.R.E. Council. Members not endorsing a Community Membership
Covenant shall be encouraged to participate fully within the
Spiritual Community, but shall have no vote at the Annual
MeetGatherings and shall not be eligible for election.
ARTICLE 167
16 Amendment of Bylaws
16.1 Amendment By Delegates Members
These bylaws may be amended, repealed, or new bylaws may be
adopted by the affirmative vote of two-thirds of the
delegatesmembers present and voting at an Annual MeetGathering. Said
affirmative vote must be at least equal to two-thirds of a quorum as
defined in Subsection 78.3.3
16.2 Initiation Of Amendment
Either the Annual GatherMeeting or the Council may take action to
amend, repeal or present new bylaws.
16.3 Procedures
The Council shall establish procedures for proposing new bylaws,
or for proposing the amendment or repeal of these bylaws, for
consideration by the Council and the Annual MeetGathering.
16.4 Notice
Notice of a proposed Bylaw change of any kind must be circulated
to all Community Members at least two months prior to the Annual
MeetGathering at which the Bylaw change shall be considered.
16.5 Effective Date
All Bylaw changes shall become effective immediately after the
required vote of the Annual MeetGathering.
Appendix
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