Printer friendly version (712 KB)

 

CONSTITUTION AND BYLAWS
OF THE GENERAL ASSEMBLY
OF THE CHURCH OF GOD (ANDERSON)

LAST REVISION June, 25 2008

Published By
Church of God Ministries
1201 East Fifth Street
Anderson, Indiana 46012

PREAMBLE

We, the qualified ministers and laity of the Church of God in the United States and Canada, here assembled in Anderson, Indiana, agree in the adoption of the following Constitution and Bylaws.

CONSTITUTION
AND
BYLAWS

Article I—Name

The name of this body is the General Assembly of the Church of God (hereafter referred to in this Constitution and Bylaws as Assembly), with general offices located in Anderson, Indiana.

Article II—Purpose of the Assembly

The purpose of this Assembly shall be to function as a temporary presbytery in the conduct of (1) the general business of the Church of God in the United States and [in certain regards] Canada and (2) its annual International Convention. In the ongoing fulfillment of this purpose, it shall provide for and devise measures to create and maintain a legally incorporated coordinating body, Church of God Ministries, governed by a Ministries Council accountable to the General Assembly in ways specified below.

The Assembly sets the course of Church of God Ministries by (1) approving ministry priorities discerned in part through a Visioning Conference held every three to five years (see Article X), (2) approving funding for the pursuing of the vision of these priorities, and (3) approving leadership to carry out the vision of these priorities through Church of God Ministries (see Articles VIII and IX).

Article III—Voluntary Association

This Assembly shall be regarded as a voluntary association. It shall not exercise ecclesiastical jurisdiction or authority over the Church of God in general or over individual congregations in particular. It shall, however, retain the right of a voluntary association to define its own membership and to declare, on occasion, when individual ministers or congregations are not recognized by the Assembly as adhering to the general reformation principles to which the Assembly itself is committed.

Article IV—Membership of the Assembly

The membership of this Assembly shall consist of the following persons who are present at any authorized and duly called meeting of the Assembly.

Section 1: Ordained Ministers. Ordained ministers of the Church of God in good and regular standing with their respective assemblies.

Section 2: Licensed Ministers. Licensed ministers of the Church of God in good and regular standing with their respective assemblies.

Section 3: Commissioned Ministers. Ministers of the Church of God commissioned by and in good and regular standing with their respective assemblies.

Section 4: Endorsed Agencies. Members of the governing boards of Endorsed Agencies and any officer of such agencies whose election is subject to ratification by the General Assembly.

Section 5: Laypersons. Laypersons who are elected or appointed members of the Ministries Council or a subordinate committee of the Assembly or the Ministries Council, and missionaries who are commissioned by Church of God Ministries, Inc.

Section 6: Organizational Representatives. One layperson selected by each recognized state or provincial assembly; a representative selected by each recognized state or provincial organization of Women of the Church of God; and a representative selected by each recognized state or provincial organization of the national network of Church of God Men, Churchmen.

Section 7: Congregational Representatives. One layperson from each congregation of the Church of God with an average a.m. worship attendance to 100; two laypersons from each congregation with an average a.m. worship attendance of 101–500; three laypersons from each congregation with an average a.m. worship attendance of 501–1000; and four laypersons from each congregation with an average a.m. worship attendance of 1,001 and above.

Article V—Meetings and Voting

Section 1: Annual Meeting. This body shall convene annually in the month of June at dates established by the Assembly. The usual place of these annual meetings shall be Anderson, Indiana, although the Assembly may decide on occasion to convene an annual meeting elsewhere.

Section 2: Quorum. Four hundred (400) members of the General Assembly shall constitute a quorum for the legal transaction of business.

Section 3: Provision of Time. The Chair of the Assembly shall arrange, with the General Director of Church of God Ministries, for a sufficient number of business sessions so that all necessary business of the Assembly can be completed.

Section 4: Order of Business. Unless otherwise approved by the Assembly, the order of business at the annual meeting of the Assembly shall be as follows:

1. Prayer.
2. Approval of minutes from the last annual meeting.
3. Reports of officers.
4. Elective procedures as required by these Bylaws.
5. Ratification of officers provided for in these Bylaws.
6. Presentation of the proposed annual budget of Church of God Ministries.
7. Reports from Church of God Ministries.
8. Reports from Endorsed Agencies and committees under the jurisdiction of the Assembly.
9. Unfinished business.
10. Original resolutions and new business.

Section 5: Limit of Floor Time. No person shall occupy more than half an hour in reading any paper or report, and no speaker on any motion or resolution, or on any paper read, shall occupy more than ten minutes, without the formally expressed consent of the Assembly. In the case of a discussion on any matter approaching the time limit set for it, the Chair may announce that the limitation of speeches shall be less than ten minutes, subject to the approval of the Assembly.

Section 6: Voting for Officers of the Assembly. Voting for all elective officers shall be by printed ballots which provide opportunity for other nominations. Pending the declaration of the result of a ballot, the order of the day may proceed. After the votes have been tabulated, all ballots shall be preserved by the Secretary of the Assembly until the close of the next following annual meeting of the Assembly, after which time the ballots may be destroyed.

Section 7: Electing the Assembly's Business and Leadership Resource Committee. Nominations for membership on the Business and Leadership Resource Committee shall be presented on printed ballots which provide opportunity for other nominations. These ballots shall be distributed to and then cast by the Assembly members present and voting.

Section 8: Meaning of a Ratification Vote. The General Assembly's ratification vote is meant only to be a concurrence in the prior election. Positions subject to General Assembly ratification vote include the General Director and Ministry Division (Team) Directors of Church of God Ministries and the chief executive officers of Endorsed agencies. Such a ratification vote in no way assures the elected person a claim to the full tenure or compensation of the office in question. The electing body retains the right and responsibility for performance evaluation, continuance in office, and appropriate compensation. The Assembly expects that such electing bodies have and follow fair and formally stated severance standards and procedures.

Section 9: Voting In Absentia. An individual who would qualify as a member of the General Assembly, if present at any authorized and duly called meeting, may vote in absentia. To receive an absentee ballot, the individual shall file a written request. Such absentee ballot shall contain the names of all nominees for the election of Assembly officers, committee members, members of the Ministries Council, and the elected members of the governing boards of Endorsed Agencies who are regularly subject to ratification by the Assembly. The absentee ballots shall be counted with the ballots of those cast by the members present and voting. In the case of a tie or inadequate plurality, the members present at the regular session of the General Assembly shall conduct a runoff election of those qualified nominees to decide any election.

Section 10: Special Meetings. On the recommendation of the Ministries Council and the concurrence of the Executive Committee of the Assembly, the Chair of the Assembly shall call a special meeting of the Assembly. For any such meeting, a notice shall be sent by first-class mail and postmarked not less than 21 days prior to the meeting called. The notice shall be sent to all persons who were certified to have been eligible voting members of the Assembly most recently convened prior to the special meeting in question. The announcement shall state the purpose of the meeting. Only such matters of business as are stated in the notice or are related thereto shall be acted upon at such a special meeting.

Section 11: Special Mail Ballot. The nature and/or timing of an issue may require General Assembly action by a special mail ballot between regular sessions of the Assembly. Judgment concerning the need for a special mail ballot shall be made by the Assembly. When circumstances require, the judgment shall be made by the Executive Committee of the Assembly. A special ballot shall be sent to all persons who were certified to have been eligible voting members of the Assembly most recently convened prior to the mail ballot. Information about the issue in question will be provided. For the voting process, a minimum of at least five weeks for response will be provided from the date of the mailing of ballots. Only votes received by the stated deadline will be counted. All issues will be determined by majority vote, unless the Bylaws of the General Assembly specify otherwise.

Section 12: Effective Date of Elections. Elections of the General Assembly which determine its officers and the memberships of its standing committees shall become effective immediately following adjournment of the Assembly in which the elections occur.

Article VI—Assembly Officers, Parliamentarian, Historian

Section 1: Officers. The officers of this Assembly shall be a Chair, Vice-Chair, and Recording Secretary, each chosen from the members of this Assembly in a manner hereafter provided.

Section 2: Chair. A Chair shall be chosen by the Assembly who shall preside at the meeting of the Assembly following the regular annual meeting at which the chair is elected. If the newly elected Chair is serving on the governing body of an Endorsed Agency of the Assembly or is a member of the Ministries Council, that membership position must be resigned effective with the beginning of the new fiscal year (July 1).

Section 3: Vice-Chair. A Vice-Chair shall be elected by the Assembly who, in case of the absence of the Chair or the Chair's inability to serve, shall perform the duties of the Chair. If the newly elected Vice-Chair is serving on the governing body of an Endorsed Agency of the Assembly or is a member of the Ministries Council, that membership position must be resigned effective with the beginning of the new fiscal year (July 1).

In the event that both the Chair and Vice-Chair are absent or otherwise unable to serve, a Chair pro. tem. (appointed annually by the Business and Leadership Resource Committee of the Assembly) shall perform the duties of the Chair through the meetings of that Assembly or until either the Chair or the Vice-Chair is able to resume performance of duties.

Section 4: Recording Secretary. A Recording Secretary shall be chosen by the Assembly. It shall be the duty of the Recording Secretary to keep a formal record of the proceedings of the Assembly. This record shall remain the property of the Assembly and be kept at the office of the Ministries Council.

Section 5: Terms of Office. The terms of office of the Chair and Vice Chair shall be for two years each following the meeting at which they are chosen. The terms shall be staggered so that the Chair and Vice-Chair shall be elected on alternate years. The term of office of the two elected members of the Executive Committee and of the Recording Secretary shall be for three years following the meeting in which they are chosen, provided that their terms shall be so arranged that no more than one shall expire at any given year. The officers shall hold office until the termination of the meeting at which their successors are elected. No officer shall serve more than six years consecutively.

Section 6: Parliamentarian. Upon assuming office, the Chair shall appoint a person to serve as Parliamentarian for the Assembly. The appointment shall be for one year. The Parliamentarian must be ratified by the Executive Committee of the Assembly.

Section 7: Historian. The Church of God Historian shall be appointed by the Chair of the General Assembly in consultation with the Executive Committee of the Assembly. This Historian shall serve as President of the Church of God (Anderson) Historical Society. The term of office is five years, subject to ratification by the General Assembly.

Section 8: Resignations. If the Vice-Chair or Recording Secretary of the General Assembly should resign before their term has expired, the Executive Committee shall be authorized to appoint a person to fulfill the responsibilities of the office vacated until official action for nomination and ratification is taken at the next meeting of the General Assembly

Article VII—Committees of the Assembly

Section 1: Executive Committee. The officers of this Assembly, plus two other members elected by the Assembly, shall be its Executive Committee. Neither of the two elected (non-officer) members of this committee may serve simultaneously as a member of the Ministries Council or the governing board of an Endorsed Agency. The duties of the Executive Committee shall be:

(a) Review the agenda for sessions of the Assembly.
(b) Nominate persons for membership on the Business and Leadership Resource Committee of the Assembly.
(c) Nominate persons for membership on the Committee on Bylaws and Organization of the Assembly.
(d) Ratify the person to serve as the Parliamentarian.
(e) Appoint a committee of three persons to approve the minutes of each Assembly session.
(f) Appoint a person to fulfill the responsibilities of the Vice-Chair or Recording Secretary of the General Assembly when either office has been vacated by resignation before their term has expired.

Section 2: Business and Leadership Resource Committee. The Business and Leadership Resource Committee shall consist of eleven members, two from each of five geographic regions of in the United States and one from the Canadian region, elected by the Assembly from among its members, for terms of three years, with terms staggered in such a way that the terms of no more than four members expire in any one year. The Executive Committee of the Assembly shall nominate persons to serve on this Committee, presenting to the Assembly the names of two persons for each member to be elected. Members begin service on the Committee immediately following adjournment of the meeting in which they are elected. No person shall serve as a member of this committee and simultaneously serve as a member of the Ministries Council or the governing board of an Endorsed Agency. The Committee shall choose its own officers. Each year the Recording Secretary of the Assembly shall serve as convener of the Committee for the purpose of organization.

1. It shall be the duty of the Committee to nominate at least two candidates for the following offices:
   a. Officers of the General Assembly
   b. Elected members of the Executive Committee of the Assembly.
2. The Committee shall conduct annually the process of nominating candidates for membership on the Ministries Council and compiling and maintaining a file of potential leaders for national ministry positions.
3. The Committee shall appoint annually a Chair pro. tem., who shall serve as Assembly Chair should both the Chair and Vice-Chair of the Assembly be absent or otherwise unable to serve.
4. The Committee shall consider resolutions or other new business to be presented to the Assembly other than resolutions or new business presented by or through the Ministries Council. Any resolution or other new business presented directly to the Assembly will be received and automatically referred to the Committee without debate. After study it shall be the duty of the Committee to bring back to the Assembly, before adjournment, its recommendation, which recommendation shall then be before the Assembly for action. The Assembly, however, reserves the right, by a two-thirds vote of its members, to waive this order of business and to act directly upon any resolution or item of business presented to it on the floor; it may also by a two-thirds vote of its members consider any item of business for which provision has been refused by the Committee.

Section 3: Committee on Bylaws and Organization. This committee shall be composed of seven members elected by this Assembly from nominees selected by the Executive Committee of the General Assembly. These members shall serve for three-year terms with the provision that at the time of their election all terms shall be so arranged that the term of no more than three members shall expire within the same year. No person shall serve as a member of this committee and simultaneously serve as a member of the Ministries Council or the governing board of an Endorsed Agency. It shall be the duty of this committee to study and recommend to the Assembly organizational changes or alterations in the Constitution and/or Bylaws of the Assembly as may be deemed necessary and appropriate.

Section 4: Special Committees.

1. Special committees may be appointed from time to time, and for such purpose as the Assembly may determine.
2. Any member of the Church of God is eligible to serve on such committees.
3. All such committees terminate their existence with the meeting for which they are appointed, unless otherwise ordered.
4. No question or report will be referred to such committees except by vote of the Assembly.
5. Committees shall consist of five persons unless otherwise ordered.
6. Unless otherwise ordered, the first-named member of such committee shall be Chair.
7. The Chair of the Assembly shall appoint any special committees and shall fill any vacancy in any special committee, except when otherwise provided.
8. The Assembly shall make funding provision for any committee it brings into being.

Article VIII—Church of God Ministries and the Ministries Council

The name of the corporate body to guide the general ministries of the Church of God in the United States and [in certain regards] Canada is Church of God Ministries, Inc. Its central purpose is to serve the ministry needs of local congregations of the Church of God. Such service often will flow through state/area/provincial assemblies of the Church of God where existing; otherwise, the service flows directly to congregations. Church of God Ministries is governed by a Ministries Council accountable to the General Assembly of the Church of God. The following sections refer to the Ministries Council.

Section 1: Purpose. The Ministries Council of Church of God Ministries is vested with the responsibility of the governance and direction of Church of God Ministries. Its responsibility is to conduct the ministry and business affairs of Church of God Ministries, in keeping with the direction given and powers granted by the General Assembly and by the Articles of Incorporation and bylaws of Church of God Ministries. It coordinates relationships between the General Assembly and all Endorsed and Affiliated agencies.

Section 2: Membership and Meetings. The membership of the Ministries Council shall be composed as follows: Twenty-four (24) voting members, comprised of the three officers of the General Assembly and sixteen (16) persons ratified by at least a two-thirds vote of the Assembly following nominations according to a regional representation process approved by the Assembly. The other five members shall include one person from each of the following categories: (1) Higher Education; (2) the National Association of the Church of God; (3) the American Indian Council of the Church of God; (4) the Hispanic Council of the Church of God; and (5) one at-large member to give balance or meet a special need. The first four are named by their respective entities, with the fifth named by the General Director of Church of God Ministries. All members shall meet qualifications approved by the Assembly. The General Director of Church of God Ministries shall be an ex officio member of the Council, but without vote. No ratified member of the Ministries Council may serve simultaneously as an employee of the Council, a member of the governing board or an employee of an Endorsed Agency or Affiliated Agency, or an elected member of a standing committee of the General Assembly. When a member of the Ministries Council moves from his/her region, resigns, or is repeatedly absent from Council meetings, the Ministries Council shall name an interim replacement to fill such vacancy until the next annual session of the General Assembly. The Ministries Council shall meet a minimum of two times each year.

Section 3: Terms of Office. The twenty-one (21) ratified members of the Ministries Council shall be divided into four groups of five members each, with each group commissioned to serve terms of four (4) years, one group's term of office to expire each year. Any member may be approved for a second term, but may not serve for more than eight (8) consecutive years. Having served for two (2) consecutive terms, a member may again be eligible to serve only after an elapsed period of at least two (2) years following the expiration of such person's second previous term. Officers of the General Assembly shall serve terms on the Ministries Council equal to their terms as officers of the General Assembly. Any or all members of the Ministries Council may be removed from office by the General Assembly, with or without stated cause.

Section 4: Officers. The Chair of the General Assembly shall also serve as the Chair of the Ministries Council. The Ministries Council shall elect its own Vice-Chair and Secretary (and other officers as needed) from the membership of the Council.

Section 5: Responsibilities.

The Ministries Council:

1. Establishes all general policies of Church of God Ministries; holds title to all properties on behalf of Church of God Ministries; may enter into contractual agreements as authorized by the Bylaws of Church of God Ministries; is responsible for the administration and financing of Church of God Ministries, including its endowment and trust funds; and proposes the annual budget of Church of God Ministries to the General Assembly for approval.
2. Develops long-range ministry priorities for Church of God Ministries, in part by planning and convening every three to five years a Visioning Conference and then, within any guidelines provided by the General Assembly, integrating the work of such Conferences into the goals and objectives of the ministry priorities of Church of God Ministries.
3. Calls and employs a General Director of Church of God Ministries, subject to ratification by the General Assembly. Upon nomination of the General Director, elects team leaders (directors) of the ministry teams (divisions) of Church of God Ministries, each subject to ratification by the General Assembly.
4. Plans and convenes the annual General Assembly and North American Convention of the Church of God; participates in the collaborative planning of the periodic World Conferences, World Forums, and International Dialogues on Doctrine of the Church of God.
5. Coordinates communication and program activities between the General Assembly, Church of God Ministries, and the Endorsed and Affiliated agencies of the General Assembly.
6. Represents the General Assembly and Church of God Ministries in interfaith affiliations and dialogues.

Article IX—General Director and Ministry Teams (Divisions)

Section 1: General Director. The Ministries Council will call and employ a General Director of Church of God Ministries for a term of five (5) years, subject to ratification by the General Assembly. The General Director is accountable to the Ministries Council under personnel policies maintained by the Council and applicable to all staff of Church of God Ministries. The General Director, on behalf of the General Assembly, employs the staff and provides oversight of all the work of Church of God Ministries. Such work is accomplished primarily through ministry teams (divisions).

Section 2: Ministry Teams (Divisions). Church of God Ministries implements its work in large part through the establishment and maintenance of ministry teams (divisions). Each team (division) has a team leader (director) who is nominated by the General Director of Church of God Ministries and ratified by the Ministries Council for a term of office of up to five years each.

Article X—Visioning Conferences

Section 1: Purpose. Visioning Conferences of the Church of God are to be convened by the Ministries Council every three to five years. Their purpose is to seek a divinely-given vision that can provide direction for the general ministries of the Church of God. Visioning Conferences do not have legislative authority, but rather seek central insights that then are to be advisory to the General Assembly and Church of God Ministries in determining the direction and goals of ministry.

Section 2: Membership. Conferences shall be comprised of approximately 250 to 300 delegates perceived to be gifted for this crucial visioning task. Delegates are to represent the broad constituency of the Church of God in the United States and Canada.

Article XI—Endorsed and Affiliated Agencies

Section 1: Endorsed Agencies. Endorsed agencies of the General Assembly are commissioned to serve the Church of God in a capacity not being addressed by Church of God Ministries, Inc. As a condition of endorsement, such agencies formally covenant (1) to serve the mission and abide by the ministry priorities established by the General Assembly of the Church of God and (2) to be accountable for such through the Ministries Council of Church of God Ministries. Endorsed agencies are eligible for allocated funds from Church of God Ministries and are listed in the Church of God Yearbook as officially endorsed. For endorsement, such agencies apply to the General Assembly through the Ministries Council, seeking recognition for indefinite periods of time unless rescinded by the Assembly. Conditions of endorsement are:

1. A written covenant shall be formulated by designated representatives of each applying agency and Church of God Ministries. It shall detail the essential elements of the relationship between the agency and the General Assembly. This covenant will be reviewed every five (5) years by the Ministries Council.
2. All members of the governing board of any Endorsed agency must have their elections to membership ratified by at least a two-thirds vote of the General Assembly of the Church of God. A member may not serve simultaneously as a member of the Ministries Council or as a member of the governing board of any other Endorsed Agency.
3. The election of the chief executive officer of any Endorsed agency must be ratified by the General Assembly. This is to occur prior to the beginning of the first term in office and then prior to each additional term of office to which the individual is elected. Each Endorsed agency's chief executive officer will meet at least annually with the General Director of Church of God Ministries and the team leaders (directors) of its ministry teams (divisions) for information and strategic planning.
4. Representatives of Endorsed agencies will participate in Visioning Conferences, North American Conventions, and World Conferences to integrate the work of these conferences in the development of future directions and goals of Endorsed agencies and the General Assembly.
5. Funding to each Endorsed agency from Church of God Ministries must be approved by the General Assembly.
6. Church of God Ministries, Inc., bears no financial or other liability for the obligations of any Endorsed agency.
7. An annual audit of each Endorsed agency's financial resources and operations will be presented to the Ministries Council of Church of God Ministries.
8. Although Church of God Ministries may have ownership when deemed appropriate and necessary, normally the property of any Endorsed agency is owned by that agency.
9. Upon dissolution of any Endorsed agency, all assets of the agency will revert to Church of God Ministries, Inc.
10. By specific actions of the General Assembly, endorsed agencies are: Anderson University; Board of Pensions; Mid-America Christian University; Warner Pacific College; and Warner Southern College.

Section 2: Affiliated Agencies. Affiliated agencies of the General Assembly are commissioned to serve the Church of God in a capacity not being addressed by Church of God Ministries, Inc. They covenant (1) to strengthen the well-being of the Church and (2) not to make decisions that will affect adversely the Church of God. They are listed in the Church of God Yearbook as officially affiliated. For affiliation status, such agencies apply to the General Assembly through the Ministries Council, seeking recognition for indefinite periods of time unless rescinded by the Assembly. Conditions of affiliation are:

1. A written covenant shall be formulated by designated representatives of each applying agency and Church of God Ministries. It shall detail the essential elements of the relationship between the agency and the General Assembly. This covenant will be reviewed every five (5) years by the Ministries Council.
2. No member of the governing board of the agency will be required to have the election to board membership ratified by the General Assembly of the Church of God. The chief executive officer of the agency, however, will meet at least annually with the General Director and team leaders (directors) of the ministry teams (divisions) of Church of God Ministries for the purposes of mutual sharing of information and cooperative strategic planning.
3. Representatives of Affiliated agencies will be invited to participate in Visioning Conferences, North American Conventions, and World Conferences to integrate the work of these conferences in the development of future directions and goals of Affiliated agencies and the General Assembly.
4. No funding will be allocated to any Affiliated agency from Church of God Ministries. The agency may be permitted to seek funding from local congregations; however, any potential of credit for such funding will be only as defined in the covenant document with Church of God Ministries.
5. Church of God Ministries, Inc., bears no financial or other liability for the obligations of any Affiliated agency.
6. An annual audit or budget review of each Affiliated agency's financial resources and operations will be presented to the Ministries Council of Church of God Ministries.
7. Property of each Affiliated agency is owned by that agency.
8. Upon dissolution of any Affiliated agency, all assets of the agency will revert to the party or parties legally chosen by the Affiliated agency.
9. By specific actions of the General Assembly, affiliated agencies are: Women of the Church of God and Children of Promise, Inc.

Article XII—Amendments to the Constitution and Bylaws

The Assembly may make and amend its Constitution and Bylaws at any regular meeting by a two-thirds vote of members present and voting, provided that no change shall be enacted or element altered or repealed on the day on which the change is proposed. Proposed amendments come to the General Assembly from its standing Committee on Bylaws and Organization.