9905 Anderson Mill Rd., Austin, TX 78750  512.335.4449   [map]    
   
     
 

Unity Church of the Hills Bylaws
(Last Updated November 1, 2005)

 
 

ARTICLE I. IDENTIFICATION

1.01 Name. The name of this ministry is Unity Church of the Hills, a Texas non-profit corporation.

1.02 Location. The principal office of the Church is located at 9905 Anderson Mill Road, Austin, co-located in Travis and Williamson Counties, Texas. The Church may also have such other offices and places of operation as the Board of Trustees may from time to time designate.

1.03 Registered Agent. The registered agent shall be determined by the Board of Trustees from time to time.

ARTICLE II. PURPOSES

2.01 Statement of Purpose. The purpose of Unity Church of the Hills is to teach universal principles of Truth as taught and demonstrated by Jesus Christ and interpreted by the Unity School of Christianity. In accomplishing this purpose, Unity Church of the Hills shall endeavor to conduct services of worship, classes of instruction, and demonstrate the principles of Truth by using them inthe operation of the ministry and to adopt other means that, in the judgment of the Senior Minister, will further the principles of practical Christianity among people everywhere.

2.02 Teaching. The principles of practical Christianity shall be taught through this ministry using methods, textbooks, literature, and other materials generally accepted within the Unity movement and other materials consistent therewith.

   

2.03 Affiliation. Unity Church of the Hills is a member of the Association of Unity Churches and acknowledges and affirms itself to be a Unity church, teaching Truth principles as interpreted within the Unity movement.

ARTICLE III. DEFINITIONS

3.01 “Board” shall mean the Board of Trustees.

3.02 “Church” shall mean Unity Church of the Hills.

3.03 “Senior Minister” shall mean the minister or ministers who have been duly selected by the Board to hold such position. Throughout these bylaws, “Senior Minister” shall be used in the singular noun form for ease of reference. If more than one Senior Minister exists, each Senior Minister is presumed to have all of the powers and duties conferred on such position in these bylaws, unless these bylaws specifically state otherwise.

ARTICLE IV. MEMBERSHIP

4.01 Requirement for Membership. Anyone desiring membership in Unity Church of the Hills shall file an application for membership with the Church office.

4.02 Qualifications. A member shall endeavor to live in accordance with the principles of love and truth as taught by Unity. Each member shall further the work of the ministry through the member’s active interest, love, and support. A member shall remain active in the Church through participation in prayer, service, classes, and giving during a fiscal year.

4.03 Removal. The Board shall establish a policy for removal of persons from the membership rolls. However, no person shall be removed as a member without first being given 30-day written notice of such removal and the opportunity to reaffirm their membership status. The written notice shall be mailed to the address of record as maintained by the Church.

4.04 Powers. Members shall have the power to do the following:

(a) Vote at any membership meeting at which the member is present.

(b) Elect members to the Board of Trustees.

(c) Amend or revise the bylaws of this Church as specified in Article 12.01.

(d) Vote on any capital expenditure which exceeds One Hundred Thousand Dollars ($100,000) and any non-capital expenditure which exceeds Fifty Thousand Dollars ($50,000). A two-thirds (2/3) affirmative vote of those present and voting is required for approval of such expenditures.

(e) Elect members, and an alternate, to serve on the Nominating Team.

(f) Call a special membership meeting when the affairs of the Church warrant such action.

(g) Vote for the removal of any Trustee.

(h) Vote on any matters officially brought to the attention of the membership.

(i) Offer suggestions to the Senior Minister or the Board as may seem advisable for the good of the ministry.

(j) Inspect the minutes, the income and expense statements and balance sheet approved by the Board at the Church office during normal hours of operation.

4.05 Meetings.

(a) Annual Meeting. The annual membership meeting of the Church shall be held at its principal office on the first Sunday in November at the time of day designated by the Senior Minister and the Board.

(b) Special Meeting. Any time the affairs of the Church warrant, a special meeting of the membership may be called by:

(1) the Senior Minister;

(2) a majority of the Board; or

(3) a petition signed by the lesser of 50 members or 10% of the membership, which petition shall state the purpose(s) for such meeting. The petition must be submitted to the Board with a written request for the Board to call the special meeting, and the Board shall conduct such meeting within 45 days of the request.

(c) Notice. Written notice stating the date, time, place, and purpose of the meeting shall be provided to members during Church services on the two consecutive Sundays before the date on which the membership meeting is to take place. When feasible, additional notice shall be provided by mail or through electronic means. In the case of a special meeting, business conducted at the special meeting shall be limited to the pre-stated purpose(s) set forth in the written notice.

(d) Quorum. Those members present and voting at a membership meeting shall constitute a quorum for the transaction of business at any membership meeting.

(e) Participation. Participation in the business affairs of any membership meeting shall be restricted to members in attendance. Participation of non-members in discussion of business must be approved by a two-thirds (2/3) majority vote of the members in attendance.

(f) Voting. Unless otherwise provided in these bylaws, the vote of a majority of the members present and voting, or by absentee ballot, shall be necessary for approval or disapproval of the action being voted upon. Members unable to be present at an annual membership meeting may vote by absentee ballot upon application to the Church office in advance of the meeting date. Absentee ballots must be returned prior to the meeting. Absentee ballots will not be accepted at special membership meetings. Proxy votes are not allowed at any meeting.

(g) Prayer. In any membership meeting, the presiding officer, the Senior Minister, or any member, may request that action on an item of business be suspended while the membership enters into a time of prayer on the issue. Upon such request, the presiding officer shall provide a period of prayer and silence.

ARTICLE V. BOARD OF TRUSTEES

5.01 Structure. The Board of Trustees shall consist of the Senior Minister and seven Trustees elected from the membership of the Church. Each elected Trustee shall hold office for three years or until a successor is duly elected. The terms of at least two elected Trustees shall expire annually and their positions shall be filled at the annual membership meeting. No elected Trustee shall serve more than two consecutive terms (whether full or partial). A Trustee who has served two consecutive terms shall be eligible to be re-elected or appointed to the Board, provided at least 12 months have expired since the end of their last term served.

5.02 Qualifications/Limitations.

(a) Qualifications. Any person elected to the Board of Trustees must be a member of the Church and someone who:

(1) Desires to serve on the Board.

(2) Endeavors to live in accordance with principles of love and truth as taught by Unity.

(3) Furthers the work of this ministry through his or her active interest, love, and support.

(4) Is a sincere and continuing student of Unity, conversant with its teachings.

(5) Has demonstrated leadership capabilities which are not based solely on business success or financial resources.

(6) Is not otherwise disqualified by these bylaws from serving on the Board.

(b) Limitations. An elected Trustee may not be an active licensed Unity teacher nor may any trustee be the spouse, parent, child, or significant other of another Trustee.

5.03 Election.

(a) Nominating Team. A Nominating Team shall be formed at least six months prior to the annual membership meeting and shall initiate a search for qualified candidates to fill expiring terms on the Board of Trustees. The Team shall consist of four members selected in the manner below and the Senior Minister (whether one or more).

(1) At the annual membership meeting, the membership shall elect two of its members, and an alternate (who shall have received the third highest number of votes), to serve on the Nominating Team for the next year’s election. In the event that the persons so elected are unavailable to serve on the Nominating Team, the Board shall select a person from the membership to fill the vacancy, other than a current Board member.

(2) The Board shall select one of its Trustees who is not eligible for re-election.

(3) The Senior Minister and the above three Team members shall select the final Team member from the membership. The Team shall select its own chairperson from those members of the Team other than the Senior Minister.

(b) Nominating Procedure. All nominees for Board service, no matter how nominated, must qualify in accordance with Qualifications set forth in these bylaws. As the presiding officer of the annual membership meeting, the President shall:

(1) Read or refer to the Qualifications required for nomination to the Board as stated in these bylaws just prior to the call for nominations.

(2) Call upon the chairperson of the Nominating Team to present the Team’s nominations.

(3) Call for additional nominations from the floor.

(c) Voting. When there is only one nominee for any Trustee position before the membership, the election for that position may be conducted by voice vote. Written ballots are required if there are more than two nominees for any position.

5.04 Vacancy/Replacement.

(a) Vacancy. A Trustee position may be vacated by any of the following means:

(1) The resignation or death of the Trustee.

(2) The Board voting for the removal of a Trustee due to absences from three regular Board meetings within a six-month period. Absences may be excused by the Board upon written request.

(3) The membership voting for removal of a Trustee because of failure to fulfill the duties of the office as specified in these bylaws.

(b) Replacement. Should a vacancy occur on the Board of Trustees, the Board shall fill the vacancy by appointment at its next regular meeting, or at a special meeting, voting through written ballot. Only persons meeting the Qualifications specified in these bylaws may be considered as a replacement. The appointment shall expire on the day of the next annual meeting. A person appointed in this manner is not considered having served a term.

5.05 Prayer. In addition to adhering to the normal procedures set forth in these bylaws, it is important that the spiritual principles taught by Unity be utilized in the handling of decisions before the Board. During the discussion of an item of business, any Trustee may request time for prayer about the issue. Upon request, the chair shall provide a period of prayer and silence.

5.06 Duties. As representatives of the membership, the Board of Trustees shall perform the duties set forth in these bylaws and shall:

(a) Uphold the spiritual purpose of this ministry.

(b) Uphold the highest interest of the membership in conducting the business of this ministry.

(c) Be conversant with these bylaws and establish such Board policies as it deems appropriate in fulfilling the responsibilities under these bylaws.

(d) Determine the business needs of this ministry and authorize payment of monies for these purposes.

(e) Be faithful in attendance at services, Board and membership meetings of the Church.

(f) Each year cause to be prepared a complete financial statement with disclosures which will set forth the fiscal conditions and operations of the ministry.

(g) Receive members into the Church.

(h) Act to fill the unexpired term of any trustee in accordance with these Bylaws

(i) Elect officers of the board, and their successors to fill any unexpired term when necessary.

(j) Attend and actively participate in ongoing Board education programs.

(k) Keep or cause to be kept an accurate record of membership.

(l) Consider other duties brought to the attention of the Board by the Senior Minister or other Trustees.

5.07 Compensation. Upon approval of the Board, an elected Trustee, including the Trustee’s spouse, significant other, parent or child, may receive reasonable compensation for services rendered to the Church, except goods of reasonable value, not to exceed Two Thousand Dollars ($2,000) in any one calendar year. An elected Trustee who receives compensation in this manner (either directly or indirectly through a loved one) must disclose his/her interest to the Board and recuse him/herself from the vote to authorize said payments. The action of the Board shall be recorded in the minutes.

5.08 Selection/Termination of Senior Minister. It is the responsibility of the elected members of the Board to select and employ a Senior Minister by a two-thirds (2/3) majority vote. Similarly, a two-thirds (2/3) majority vote of the elected members of the Board is required to terminate the employment of a Senior Minister.

5.09 Meetings and Quorum.

(a) Regular Board Meetings. The regular business meetings of the Board shall be held at the Church on the dates and times called by the President, unless otherwise specified by the Board.

(b) Special Board Meetings. Special meetings of the Board shall be called by the President under any of the following conditions:

(1) By request of the Senior Minister.

(2) By the request of two or more of the Trustees.

(3) As the President deems necessary.

The request shall be filed in writing with the Board Secretary. Reasonable effort must be made to notify all Trustees of any special meeting.

(c) Quorum. Five Trustees shall constitute a quorum for the transaction of business.

(d) Senior Minister. The Senior Minister (whether one or more) has the right to be notified and to attend all regular or special meetings of the Board, and to vote on all matters, except that of his or her own employment, or that of his or her successor; or any other matter proscribed in these bylaws. The Senior Minister shall serve as an ex-officio member on all teams consistent with these bylaws.

ARTICLE VI. OFFICERS

6.01 Structure. Officers of the Board of Trustees shall consist of a President, Vice-President, Secretary, and Treasurer. All officers shall be selected in a manner decided by the Board, at the first Board meeting after the annual meeting or at a special meeting called for the purpose of selecting officers. Officers shall hold their respective offices for one year or until their successors are duly elected or qualified. The Senior Minister is ineligible to hold an officer position.

6.02 President. The President shall:

(a) Preside at all Board meetings.

(b) Preside at all membership meetings.

(c) Appoint teams in accordance with these bylaws.

(d) Serve as an ex-officio member on all teams, except the Nominating Team.

(e) Sign such papers and documents, upon proper authorization, as may be necessary or appropriate.

(f) Be responsible for the planning of Board orientation, retreats and workshops.

6.03 Vice-President. The Vice-President shall:

(a) Perform all the duties of the President in the absence of the President.

(b) Become President in the event the office of the presidency becomes vacant. In such case, a new Vice-President shall be elected from among the remaining trustees to fill the remainder of the term.

6.04 Secretary. The Secretary shall:

(a) Keep, or cause to be kept, an accurate record of the minutes of all Board and membership meetings.

(b) Have the care, custody, and control of all records, contracts, other legal papers, minute books, and the corporate seal, which items shall be kept in the Church at all times, or in such other depository as prescribed by the Board.

(c) Attend to all official business required by the Board.

6.05 Treasurer. The Treasurer shall, in conjunction with the Senior Minister:

(a) Serve as a member of the Budget and Finance Team.

(b) Keep, or cause to be kept, a record of all financial transactions, and submit a monthly financial report at each regular Board meeting.

(c) Cause to be submitted a financial report, covering the last complete fiscal period, at the annual membership meeting.

(d) Count, or cause to be counted by at least two (2) qualified persons all funds received, and be responsible for their deposit.

ARTICLE VII. BOARD TEAMS

7.01 Formation. Unless otherwise provided by these bylaws, the President of the Board may appoint and charge teams for any specific purpose, conditioned upon the Senior Minister’s approval and ratification by the Board. Both the President and the Senior Minister shall serve as ex-officio members of any team formed under this section. Unless otherwise provided in the team’s charge, the team shall cease to exist at the end of the next annual membership meeting.

7.02 Budget and Finance Team.

(a) Structure. The Budget and Finance Team shall be a standing team to the Board. After the annual membership meeting, the newly selected President shall appoint the Treasurer and at least three (3) other individuals to serve on the Team. Team members shall be appointed (or re-appointed) from the Church membership and Board members shall be eligible for appointment (except the President and Senior Minister who serve as ex-officio members). The Budget and Finance Team shall select a chairperson to preside over its meetings.

(b) Duties. The duties of the Budget and Finance Team shall include, but not be limited to:

(1) Reviewing financial statements of the Church at least quarterly and preparing reports for submission to the Board as necessary.

(2) Preparing recommendations on the annual budget for the Board.

(3) Reviewing and recommending the annual financial report to the Board.

(4) Submitting recommendations to the Board on financial policy and financial administration.

7.03 Nominating Team. See 5.03(a).

ARTICLE VIII. MINISTERS

8.01 Senior Minister(s).

(a) Employment. The Board shall select one or more ordained or licensed Unity ministers as the spiritual and administrative leader(s) of the Church, who shall be known as the Senior Minister or Senior Ministers and who shall automatically be deemed a member of the Church.

(b) Contract: The terms and conditions of the Senior Minister’s employment, including compensation and provisions for resignation or discharge, shall be reduced to a written contract. This contract shall be reviewed by the Board and the Senior Minister semiannually during the first year of the Senior Minister’s service and annually thereafter. Terms of this contract may be renegotiated at these times; however, the Senior Minister shall not vote as a member of the Board on these matters.

(c) Duties. As spiritual leader, the Senior Minister shall have the independence to determine the spiritual direction of this ministry in accordance with the purposes set forth in these bylaws. As administrative leader, the Senior Minister shall manage, supervise, and direct the daily operations of the Church within the authority established by these bylaws and as delegated by the Board. Such duties shall include, but not be limited to, the scheduling, conduct, and content of services, classes, and all other activities that further the purpose of this ministry.

(d) Voting. The Senior Minister shall be a voting member of the Board of Trustees in all matters, except that of his or her own employment, or that of his or her successor; or any other matter proscribed in these bylaws.

(e) Termination. The Board may terminate the Senior Minister by a 2/3 majority vote.

8.02 Associate Minister(s).

(a) Employment. The Senior Minister may appoint one or more associate ministers who shall be duly licensed or ordained Unity ministers. An associate minister’s compensation shall be fixed by written agreement between the associate minister and the Senior Minister, and such agreement shall be subject to ratification by the Board. An associate minister shall be deemed a member of the Church.

(b) Duties. An associate minister shall undertake such duties and responsibilities as assigned by the Senior Minister and shall be responsible to the Senior Minister.

ARTICLE IX. ACCOUNTABILITY AND FISCAL REQUIREMENTS

9.01 Contracts/Expenditures. The Board may authorize the Senior Minister or other officer or agent to enter into contracts or expend funds up to Twenty-five Thousand Dollars ($25,000) for non-capital expenditures of the Church. The Board may authorize a non-capital expenditure of up to Fifty Thousand Dollars ($50,000). A capital expenditure may be authorized by the Board not exceeding One Hundred Thousand Dollars ($100,000).

9.02 Corporate Records. Official records of membership, finances, donations, minutes, etc., shall be maintained at the principal office of the Church and shall be made available to the Board and Senior Minister at all times.

9.03 Fidelity Bond. At the Church’s expense, fidelity bonds may be secured for the Treasurer, Senior Minister, and any other officers or agents as determined by the Board.

9.04 Financial Review/Audit. The Board shall engage an independent certified public accountant to conduct a review of the financial records of the Church annually. Whenever the Board deems it necessary or advisable, it may also require that the Church’s financial records undergo an audit by an independent certified public accountant.

9.05 Fiscal Year. The fiscal year for the Church shall be October 1 through September 30.

9.06 Investments. Funds of the Church may be invested in a manner and for such purposes as authorized by the Board.

9.07 Property. The Board shall administer, or cause to be administered, the property of the Church, both real and personal.

9.08 Seal. The Church may have a seal of such design as the Board may adopt.

9.09 Staff. As recommended by the Senior Minister, the Board may authorize the employment of all staff and personnel within the approved budget.

9.10 Tax Reporting. The Board shall keep, or cause to be kept, accurate records of contributions and gifts to the Church in compliance with Internal Revenue Service regulations and acknowledge in writing such contributions in compliance with those regulations.

ARTICLE X. MEETING PROCEDURE

10.01 Unless otherwise provided by these bylaws, the latest edition of Robert’s Rules of Order shall be the authority for meetings conducted under these bylaws.

ARTICLE XI. DISSOLUTION

11.01 Dissolution. In the event of dissolution, all assets remaining after payment of liabilities shall be distributed first in accordance with any directives or guidelines promulgated by the Association of Unity Churches (P.O. Box 610, 401 SW Oldham Parkway, Suite 210, Lee’s Summit, Missouri 64081), and second as may be determined by the Board; provided, however, that any such recipient organization or organizations shall at that time qualify as exempt from taxation under the provisions of section 501(a) of the Internal Revenue Code of 1986, as an organization described in section 501(c)(3) of the Internal Revenue Code of 1986, or the corresponding provisions of any subsequent law. In the event that, upon the dissolution of the Church, the Board of Trustees shall fail to act in the manner herein provided within a reasonable time, a court of competent jurisdiction in the county in which the principal office of the Church is located shall make such distribution as herein provided upon the application of one or more persons having a real interest in the Church or its assets.

ARTICLE XII. AMENDMENTS

12.01 Procedure. These bylaws may be amended or revised by the members at a legally constituted membership meeting, and written notice must be given to the members as provided in these bylaws. In addition, the actual proposed amendments or revision shall be made available to the members at least 14 days before the membership meeting by employing at least two means of publication (e.g., posting inside Church, bulletin insert, Church website, etc.), and copies shall be provided to any member upon request. An affirmative vote of two-thirds (2/3) of the members present and voting shall be necessary to pass any amendment or revision to these bylaws.

12.02 Review. Every five years, the Board shall form a team to review the bylaws and propose any amendments or revision.

* * * *

As approved by the members of Unity Church of the Hills at the annual membership meeting on November 20, 2005, to be effective immediately.

ATTEST:

_______________________________

Secretary, Board of Trustees