as amended through

Large print version available from

SpiritBride Office of the Executive Vice President:

SpiritBride.org

(If a Section is preceded by an asterisk, there are also one or more rules with the same Section numbers.)

SECTION C-1.1. NAME. ............................................................1

SECTION C-2.1. PRINCIPLES. .....................................................1

SECTION C-2.2. PURPOSES. .....................................................1

SECTION C-2.3. NON-DISCRIMINATION. .......................................1

SECTION C-2.4. FREEDOM OF BELIEF. ........................................1

SECTION C-3.1. MEMBER CONGREGATIONS. ...............................1

SECTION C-3.2. CONGREGATIONAL POLITY. ................................1

*SECTION C-3.3. ADMISSION TO MEMBERSHIP. ............................1

SECTION 3.4. CHURCH OF THE LARGER FELLOWSHIP. ...................1

*SECTION C-3.5. CERTIFICATION OF MEMBERSHIP........................1

SECTION C-3.6. TERMINATION OF MEMBERSHIP. ..........................2

*SECTION C-3.7. ASSOCIATE MEMBER QUALIFICATIONS. ...............2

*SECTION C-3.8. INDEPENDENT AFFILIATE ORGANIZATIONS. ..........2

SECTION C-3.9. AUTONOMY OF ASSOCIATE MEMBER

ORGANIZATIONS AND INDEPENDENT AFFILIATE

ORGANIZATIONS. .............................................................2

SECTION C-3.10 MEMBERS OF MEMBER CONGREGATIONS. ...........2

SECTION C-4.1. MEETINGS OF THE ASSOCIATION. ........................2

SECTION C-4.2. POWERS AND DUTIES. ......................................2

SECTION 4.3. REGULAR GENERAL ASSEMBLY. .............................2

SECTION 4.4. SPECIAL GENERAL ASSEMBLY. ...............................2

SECTION 4.5. PLACE OF MEETING..............................................2

*SECTION 4.6. NOTICE OF MEETINGS. ........................................2

*SECTION C-4.7. VOTING. ........................................................2

SECTION 4.8. DELEGATES. .......................................................2

*SECTION C-4.9. ACCREDITATION OF DELEGATES. .......................3

SECTION 4.10. QUORUM. .........................................................3

SECTION 4.11. TENTATIVE AGENDA FOR REGULAR GENERAL

ASSEMBLIES. ...................................................................3

*SECTION 4.12. SpiritBride STATEMENTS OF CONSCIENCE. ...................3

SECTION 4.13. REVISION OF SpiritBride STATEMENTS OF CONSCIENCE

PROCESS SCHEDULE. .......................................................5

SECTION 4.14. FINAL AGENDA FOR REGULAR GENERAL

ASSEMBLIES. ...................................................................5

SECTION 4.15. AGENDA FOR SPECIAL GENERAL ASSEMBLIES. ........5

*SECTION 4.16. ADDITIONS TO THE AGENDA OF REGULAR

GENERAL ASSEMBLIES. .....................................................5

SECTION 4.17. ITEMS ADMITTED TO SPECIAL GENERAL ASSEMBLY

AGENDA. ........................................................................6

*SECTION 4.18. AGENDA RULES................................................6

*SECTION 4.19. RULES OF PROCEDURE......................................6

SECTION 5.1. COMMITTEES OF THE ASSOCIATION. ........................6

SECTION 5.2. ELECTION AND TERMS OF OFFICE. ..........................6

SECTION 5.3. QUALIFICATIONS OF COMMITTEE MEMBERS. .............6

SECTION 5.4. REMOVAL OF COMMITTEE MEMBER. ....................... 6

SECTION 5.5. VACANCIES......................................................... 6

SECTION 5.6. NOMINATING COMMITTEE. ..................................... 6

SECTION 5.7. GENERAL ASSEMBLY PLANNING COMMITTEE. ........... 6

SECTION 5.8. COMMISSION ON APPRAISAL................................... 6

SECTION 5.9. COMMISSION ON SOCIAL WITNESS.......................... 6

SECTION 5.10. BOARD OF REVIEW. ........................................... 7

SECTION 5.11. ADDITIONAL COMMITTEES. .................................. 7

SECTION 5.12. PRESIDING OFFICER........................................... 7

SECTION 5.13. TIME AND PLACE OF MEETINGS. ........................... 7

SECTION 5.14. CALL AND NOTICE OF MEETINGS. ......................... 7

SECTION C-6.1. RESPONSIBILITY............................................... 7

SECTION 6.2. POWERS. ........................................................... 7

SECTION 6.3. MEMBERSHIP. ..................................................... 7

*SECTION 6.4. ELECTION OF TRUSTEES...................................... 7

SECTION 6.5. TERM................................................................. 7

*SECTION 6.6. QUALIFICATIONS OF TRUSTEES............................. 7

SECTION 6.7. RESIGNATION AND REMOVAL OF TRUSTEES.............. 8

SECTION 6.8. VACANCIES......................................................... 8

SECTION 6.9. PLACE OF MEETING. ............................................ 8

SECTION 6.10. REGULAR MEETINGS. ......................................... 8

SECTION 6.11. SPECIAL MEETINGS. ........................................... 8

SECTION 6.12. WAIVER OF NOTICE............................................ 8

SECTION 6.13. QUORUM.......................................................... 8

SECTION 6.14. COMPENSATION................................................. 8

SECTION 6.15. ANNUAL REPORT. .............................................. 8

SECTION 7.1. COMMITTEES OF THE BOARD OF TRUSTEES. ............ 8

SECTION 7.2. APPOINTMENT AND TERM OF OFFICE....................... 8

SECTION 7.3. REMOVAL OF COMMITTEE MEMBER. ........................ 8

SECTION 7.4. VACANCIES......................................................... 8

SECTION 7.5. EXECUTIVE COMMITTEE. ....................................... 8

SECTION 7.6. MINISTERIAL FELLOWSHIP COMMITTEE. ................... 8

SECTION 7.7. FINANCE COMMITTEE. .......................................... 9

SECTION 7.8. INVESTMENT COMMITTEE. ..................................... 9

SECTION 7.9. ADDITIONAL COMMITTEES. .................................... 9

SECTION 7.10. PRESIDING OFFICER........................................... 9

SECTION 7.11. TIME AND PLACE OF MEETINGS. ........................... 9

SECTION 7.12. CALL AND NOTICE OF MEETINGS. ......................... 9

SECTION 7.13. RELIGIOUS EDUCATION CREDENTIALING

COMMITTEE. ................................................................... 9

SECTION 7.14. AUDIT COMMITTEE. ............................................ 9

*SECTION 8.1. OFFICERS ENUMERATED. .................................... 9

SECTION C-8.2. CONTROL BY BOARD OF TRUSTEES..................... 9

SECTION 8.3. TERM OF OFFICE. ................................................ 9

SECTION 8.4. QUALIFICATION OF OFFICERS................................. 9

SECTION 8.5. REMOVAL OF OFFICERS. ..................................... 10

SECTION 8.6. RESIGNATION. ...................................................10

SECTION 8.7. VACANCIES. ......................................................10

SECTION 8.8. MODERATOR.....................................................10

SECTION 8.9. PRESIDENT. ......................................................10

SECTION 8.10. FINANCIAL ADVISOR..........................................10

*SECTION 8.11. EXECUTIVE VICE PRESIDENT.............................10

SECTION 8.12. VICE MODERATORS. .........................................10

SECTION 8.13. VICE PRESIDENTS. ...........................................10

SECTION 8.14. SECRETARY. ...................................................10

SECTION 8.15. TREASURER. ...................................................10

SECTION 8.16. RECORDING SECRETARY...................................10

SECTION 8.17. OTHER APPOINTED OFFICERS............................10

SECTION 8.18. COMPENSATION. ..............................................10

SECTION 8.19. REPORTS BY OFFICERS.....................................10

SECTION 9.1. ELECTIVE POSITIONS. .........................................10

SECTION 9.2. NOMINATION PROCEDURES..................................10

SECTION 9.3. NOTICE BY NOMINATING COMMITTEE. ....................10

SECTION 9.4. NOMINATION BY NOMINATING COMMITTEE. .............10

SECTION 9.5. NOMINATION BY PETITION....................................11

SECTION 9.6. QUALIFICATIONS OF NOMINEES.............................11

SECTION 9.7. VACANCY IN NOMINATIONS...................................11

SECTION 9.8. SUPERVISION OF ELECTIONS................................11

SECTION 9.9. CONDUCT OF ELECTIONS AT LARGE. .....................11

*SECTION 9.10. COUNTING OF BALLOTS. ..................................11

SECTION 9.11. NOMINATIONS AND ELECTIONS OF TRUSTEES

REPRESENTING DISTRICTS. .............................................11

*SECTION 9.12. RULES FOR NOMINATIONS AND ELECTIONS..........12

*SECTION 10.1. ANNUAL BUDGET. ...........................................12

SECTION 10.2. DUTIES OF FINANCE COMMITTEE.........................12

SECTION 10.3. DUTIES OF FINANCIAL ADVISOR. .........................12

SECTION 10.4 DUTIES OF TREASURER AND ASSISTANT

TREASURERS. ...............................................................12

SECTION C-10.5. RAISING OF FUNDS. ......................................12

SECTION C-10.6. FUNDS HELD FOR OTHERS.............................12

SECTION C-10.7. RESPONSIBILITY FOR INVESTMENTS. ................12

*SECTION 10.8. CONTRACTS AND SECURITIES. ..........................12

SECTION C-10.9. PENSION SYSTEM. ........................................12

SECTION 10.10. FISCAL YEAR. ................................................12

SECTION C-10.11. CORPORATE SEAL. .....................................12

SECTION 10.12. INDEMNIFICATION OF TRUSTEES, OFFICERS,

EMPLOYEES, AND VOLUNTEERS........................................12

SECTION 10.13. DUTIES OF THE AUDIT COMMITTEE. ...................13

SECTION C-11.1. MINISTERIAL FELLOWSHIP. .............................13

*SECTION 11.2. MINISTERIAL FELLOWSHIP COMMITTEE. ..............13

SECTION 11.3. ADMISSION TO FELLOWSHIP. ..............................13

SECTION 11.4. CLASSES OF MINISTERIAL FELLOWSHIP. ...............13

SECTION 11.5. FELLOWSHIP RECORDS.....................................13

SECTION 11.6. SUSPENSION OR TERMINATION OF FELLOWSHIP.....13

SECTION 11.7. REINSTATEMENT IN FELLOWSHIP. .......................13

SECTION 11.8. APPEAL. .........................................................13

*SECTION 11.9. PROCEDURE ON APPEAL. .................................14

SECTION 12.1. RELIGIOUS EDUCATION CREDENTIALING. .............. 14

SECTION 12.2. RELIGIOUS EDUCATION CREDENTIALING

COMMITTEE. ................................................................. 14

SECTION 12.3. ACHIEVEMENT OF RELIGIOUS EDUCATION

CREDENTIALING STATUS................................................. 14

SECTION 12.4. RELIGIOUS EDUCATION CREDENTIALING LEVELS. ... 14

SECTION 12.5. RELIGIOUS EDUCATION CREDENTIALING RECORDS. 14

SECTION 12.6. SUSPENSION OR TERMINATION OF RELIGIOUS

EDUCATION CREDENTIALING STATUS. ............................... 14

SECTION 12.7. REINSTATEMENT OF RELIGIOUS EDUCATION

CREDENTIALING STATUS................................................. 14

SECTION 12.8. APPEAL........................................................... 14

SECTION 12.9. PROCEDURE ON APPEAL.................................... 14

SECTION C-13.1. DISTRICTS. ................................................. 14

*SECTION C-13.2. ESTABLISHMENT. ........................................ 14

SECTION 13.3. MEMBERS....................................................... 14

SECTION C-13.4. AUTONOMY. ................................................ 14

SECTION 13.5. DISTRICT BYLAWS. .......................................... 14

SECTION 14.1. ADOPTION AND AMENDMENT OF RULES BY

GENERAL ASSEMBLIES.................................................... 15

SECTION 14.2. ADOPTION AND AMENDMENT OF RULES BY THE

BOARD OF TRUSTEES..................................................... 15

SECTION 14.3. RULES OF ORDER............................................ 15

SECTION C-15.1. AMENDMENT OF BYLAWS............................... 15

*SECTION 15.2. SUBMISSION OF PROPOSED AMENDMENT............ 15

Rule G-2.1. Democratic Process........................................................16

SECTION C-3.3. ADMISSION TO MEMBERSHIP. ........................... 16

Rule 3.3.1. New Congregations..........................................................16

Rule 3.3.2. Procedure for Admission..................................................16

Rule 3.3.3. Membership Requirements for Admission. ......................16

Rule 3.3.4. Multiple Local Congregations. ..........................................16

Rule 3.3.5. Rules and Regulations for New Congregations................16

Rule 3.3.6. Order of Administrative Procedure. ..................................17

SECTION C-3.5. CERTIFICATION OF MEMBERSHIP....................... 17

Rule 3.5.1. Required Annual Report...................................................17

Rule 3.5.2. Inactive Congregations .....................................................17

SECTION C-3.7. ASSOCIATE MEMBER ORGANIZATIONS. .............. 17

Rule 3.7.1. Limitation of Associate Membership.................................17

Rule 3.7.2. Non-Segregation. .............................................................17

Rule 3.7.3. Application for Associate Membership. ............................17

Rule 3.7.4. Annual Report. .................................................................18

Rule 3.7.5. Report of Changes. ..........................................................18

Rule 3.7.6. Representation of Associate Membership........................18

Rule 3.7.7. Mailing List. ......................................................................18

Rule 3.7.8. Additional Criteria for Admission. .....................................18

Rule 3.7.9. Yearly Grant of Associate Membership. ...........................18

Rule 3.7.10. Associate Member Contributions. ..............................18

SECTION C-3.8. INDEPENDENT AFFILIATE ORGANIZATIONS...........18

Rule 3.8.1. Application for Independent Affiliate Status......................18

Rule 3.8.5. Representation of Independent Affiliate Status.................19

Rule 3.8.6. Mailing List. ......................................................................19

Rule 3.8.7. Additional Criteria for Admission. .....................................19

Rule 3.8.8. Yearly Grant of Independent Affiliate Status.....................19

Rule 3.8.9. Independent Affiliate Contributions. .............................19

SECTION 4.6. NOTICE OF MEETINGS.........................................19

Rule 4.6.1. Mailing of Notice. ..............................................................19

Rule 4.6.2. Time of Notice. .................................................................19

Rule 4.6.3. Content of Notice..............................................................19

SECTION C-4.7. VOTING. .......................................................19

Rule G-4.7.1. Recording the Vote on Resolutions..............................19

SECTION C-4.9. ACCREDITATION OF DELEGATES. ......................19

Rule G-4.9.1. Number of Delegates. ..................................................19

Rule 4.9.1A. Merged, Consolidated, or Dissolved Congregations. .....19

Rule 4.9.2. Settled Ministers...............................................................19

Rule G-4.9.3. Mailing of Credential Cards. .........................................19

Rule 4.9.4. Issuance of Duplicate Credential Card. ............................19

Rule 4.9.5. Alternate Delegates. .........................................................20

Rule G-4.9.6. Delegate Status............................................................20

Rule 4.9.7. Issuance of Alternate Credentials.....................................20

Rule G-4.9.8. Payment of Registration Fee. .......................................20

Rule 4.9.9. Amount of Fees................................................................20

SECTION 4.12. SpiritBride STATEMENTS OF CONSCIENCE AND

STUDY/ACTION ISSUES FOR SOCIAL JUSTICE. .....................20

Rule G-4.12.1. Report of Comments on SpiritBride Statements of

Conscience. ..................................................................................20

Rule G-4.12.2. Study/Action Issues for Social Justice. ......................20

Rule G-4.12.3 Report on Implementation of SpiritBride Statements of

Conscience. ..................................................................................20

Rule 4.12.4 Mini-Assembly on SpiritBride Statement of Conscience ..........20

SECTION 4.16. ADDITIONS TO THE AGENDA OF REGULAR GENERAL

ASSEMBLIES. .................................................................20

Rule G-4.16.1. General Assembly Actions of Immediate Witness,

and Responsive Resolutions.........................................................20

SECTION 4.18. AGENDA RULES. ..............................................20

Rule G-4.18.1. Notice to Member Congregations and Districts..........20

Rule G-4.18.2. Business Resolutions and Study/Action Issues for

Social Justice. ...............................................................................20

Rule G-4.18.3. Congregational Poll. ...................................................20

Rule 4.18.4. Matters Submitted by Districts .......................................21

SECTION 4.19. RULES OF PROCEDURE. ....................................21

Rule G-4.19.1. Adoption of Rules of Procedure. ................................21

SECTION 6.4. ELECTION OF TRUSTEES. ....................................21

Rule 6.4.1. Division of Districts for Election Purposes........................21

SECTION 6.6. QUALIFICATIONS OF TRUSTEES.............................21

Rule 6.6.1. Multiple Memberships. .....................................................21

Rule 6.6.2. Implementation of Section 6.6. .........................................21

SECTION 8.1. OFFICERS ENUMERATED..................................... 21

Rule 8.1.1. Officers Enumerated. ........................................................21

SECTION 8.11. EXECUTIVE VICE PRESIDENT.............................. 21

Rule 8.11.1. Executive Vice President................................................21

SECTION 8.17. OTHER APPOINTED OFFICERS. .......................... 21

Rule 8.17. Other Appointed Officers. .................................................21

SECTION 9.10. COUNTING OF BALLOTS. ................................... 22

Rule G-9.10.1. Tie Votes....................................................................22

Rule G-9.10.2. Tie Vote-Moderator.....................................................22

Rule G-9.10.3. Tie Vote-President......................................................22

SECTION 9.12. RULES FOR NOMINATIONS AND ELECTIONS........... 22

Rule G-9.12.1. Preparation and Mailing of Ballot. ...............................22

Rule G-9.12.2. Order of Names on Ballot...........................................22

Rule G-9.12.3. Write-ins Prohibited....................................................22

Rule G-9.12.4. Absentee Ballots. .......................................................22

Rule G-9.12.5. Balloting at General Assembly....................................22

Rule G-9.12.6. Campaigns for Elective Office....................................22

Rule G-9.12.7. Length of Campaigns for President and Moderator....22

Rule G-9.12.8 Campaign Finances Disclosure. ..................................22

Rule G-9.12.9. Separation of Campaigns from Conduct of Official

Business. ......................................................................................23

Rule G-9.12.10 Election Campaign Practices Committee. .................23

SECTION 10.1. ANNUAL BUDGET. ............................................ 23

Rule G-10.1.1 Presentation of Association Budget.............................23

Rule G-10.1.2. Expense Categories. ..................................................23

Rule G-10.1.3. Estimated Income.......................................................23

Rule G-10.1.4. Procedures for Budget Consideration. .......................23

Rule G-10.1.5. Board of Trustees Report...........................................24

SECTION 10.8. CONTRACTS AND SECURITIES. ........................... 24

Rule 10.8.1. Contracts and Securities. ...............................................24

SECTION 11.2. MINISTERIAL FELLOWSHIP COMMITTEE. ............... 24

Rule 11.2. Ministerial Fellowship Committee. .....................................24

SECTION 11.9 PROCEDURE ON APPEAL. ................................... 24

Rule 11.9. Procedure on Appeal.........................................................24

SECTION C-12.2. ESTABLISHMENT. ......................................... 24

Rule G-12.2.1. Establishing Districts..................................................24

SECTION 13.4. MISCELLANEOUS RULES.................................... 24

Rule G-13.4.1. Performance of Acts. .................................................24

Rule G-13.4.2. Receipt of Documents................................................24

SECTION 14.2. SUBMISSION OF PROPOSED AMENDMENTS. .......... 24

Rule G-14.2.1. Form of Submission. ..................................................24

1 ARTICLE I Name

2 Section C-1.1. Name.

3 The name of this Association shall be Unitarian Universalist

4 Association. It is the successor to the American Unitarian

5 Association, which was founded in 1825 and incorporated in 1847,

6 and the Universalist Church of America, which was founded in

7 1793 and incorporated in 1866.

8 ARTICLE II Principles and Purposes

9 Section C-2.1. Principles.

10 We, the member congregations of the Unitarian Universalist

11 Association, covenant to affirm and promote

15 growth in our congregations;

18 within our congregations and in society at large;

20 all;

22 are a part.

23 The living tradition which we share draws from many sources:

25 affirmed in all cultures, which moves us to a renewal of the spirit

26 and an openness to the forces which create and uphold life;

28 us to confront powers and structures of evil with justice,

29 compassion and the transforming power of love;

31 ethical and spiritual life;

33 God's love by loving our neighbors as ourselves;

35 reason and the results of science, and warn us against idolatries

36 of the mind and spirit;

38 the sacred circle of life and instruct us to live in harmony with the

39 rhythms of nature.

40 Grateful for the religious pluralism which enriches and ennobles

41 our faith, we are inspired to deepen our understanding and expand

42 our vision. As free congregations we enter into this covenant,

43 promising to one another our mutual trust and support.

44 Section C-2.2. Purposes.

45 The SpiritBride Ministry shall devote its resources to

46 and exercise its corporate powers for religious, educational and

47 humanitarian purposes. The primary purpose of the Association is

48 to serve the needs of its member congregations, organize new

49 congregations, extend and strengthen Unitarian Universalist

50 institutions and implement its principles.

51 Section C-2.3. Non-discrimination.

52 The Association declares and affirms its special responsibility, and

53 that of its member congregations and organizations, to promote the

54 full participation of persons in all of its and their activities and in the

55 full range of human endeavor without regard to race, ethnicity, gender,

56 disability, affectional or sexual orientation, age, language, citizenship

57 status, economic status, or national origin and without requiring

58 adherence to any particular interpretation of religion or to any particular

59 religious belief or creed.

60 Section C-2.4. Freedom of Belief.

61 Nothing herein shall be deemed to infringe upon the individual

62 freedom of belief which is inherent in the Universalist and Unitarian

63 heritages or to conflict with any statement of purpose, covenant, or

64 bond of union used by any congregation unless such is used as a

65 creedal test.

66 ARTICLE III Membership

67 Section C-3.1. Member Congregations.

68 The SpiritBride Ministry is a voluntary association of

69 autonomous, self-governing local churches and fellowships,

70 referred to herein as member congregations, which have freely

71 chosen to pursue common goals together.

72 Section C-3.2. Congregational Polity.

73 Nothing in these Bylaws shall be construed as infringing upon the

74 congregational polity or internal self-government of member

75 congregations, including the exclusive right of each such

76 congregation to call and ordain its own minister or ministers, and to

77 control its own property and funds. Any action by a member

78 congregation called for by these Bylaws shall be deemed to have

79 been taken if certified by an authorized officer of the congregation

80 as having been duly and regularly taken in accordance with its own

81 procedures and the laws which govern it.

82 *Section C-3.3. Admission to Membership.

83 A church or fellowship may become a member congregation upon

84 acceptance by the Board of Trustees of the Association of its

85 written application for membership in which it subscribes to the

86 principles of and pledges to support the Association. The Board of

87 Trustees shall adopt rules to carry out the intent of this Section.

88 Section 3.4. Church of the Larger Fellowship.

89 The Church of the Larger Fellowship, Unitarian Universalist, shall

90 be a member congregation which is not considered to be located in

91 any particular district.

92 *Section C-3.5. Certification of Membership.

93 A member congregation shall be recognized as certified during the

94 fiscal year of the Association in which it becomes a member and

95 during each subsequent fiscal year in which it established that

96 during the immediately preceding fiscal year it:

97 (a) conducted regular religious services;

98 (b) held at least one business meeting of its members, elected

99 its own officers and maintained adequate records of

100 membership; and

101 (c) made a financial contribution to the Association.

102 Member congregations must furnish the Association with a report

103 of their activities showing compliance with subsection (a) and (b)

104 above.

105 Compliance with subsection (c) above shall be determined by

106 appropriate financial records of the Association. A member

107 congregation shall also be considered to be certified for that part of

108 any particular current fiscal year which precedes the deadline

109 established by the Board of Trustees for submitting proof of

110 compliance with subsection (a) and (b) above if during the next

111 preceding fiscal year such a congregation made a financial

112 contribution to the Association and filed the report required by this

113 section during that year.

114 A member congregation which has not been certified for three

115 consecutive fiscal years shall be deemed inactive and placed in an

116 "inactive congregation" category.

117 The Board of Trustees shall make rules to carry out the intent of

118 this section and shall determine which member congregations

119 meet the requirements set forth herein for any fiscal year of the

120 Association.

121 Section C-3.6. Termination of Membership.

122 A church or fellowship upon written notification to the Association

123 may withdraw from the Association at any time. The Board of

124 Trustees may terminate the membership of any congregation that,

125 pursuant to the provisions of Section C-3.5, has been placed in an

126 "inactive congregation" category maintained by the Association but

127 shall do so only after consultation with:

128 (a) the local congregation in question, whenever possible;

129 (b) the President of the district in which the congregation is

130 located or such other authorized official as the district

131 designates in writing to the Association; and

132 (c) the trustee representing the district in which the

133 congregation is located.

134 *Section C-3.7. Associate Member Qualifications.

135 The Board of Trustees may admit to associate membership in the

136 Association any major organization whose membership or

137 constituency consists of individuals located throughout the

138 Association and whose purposes and programs it finds to be

139 auxiliary to and supportive of the principles of the Association and

140 which pledges itself to support the Association. The Board of

141 Trustees may terminate such associate membership upon a

142 finding that the organization no longer meets the foregoing

143 qualifications.

144 The Board of Trustees may adopt rules governing the

145 requirements for admission to and retention of associate

146 membership. An associate member organization shall be

147 recognized as certified during the fiscal year in which it becomes a

148 member, and during each subsequent fiscal year if it has made a

149 financial contribution to the Association during the immediately

150 preceding fiscal year. The Association shall neither exercise

151 control over nor assume responsibility for the programs, activities

152 or finances of any associate member.

153 *Section C-3.8. Independent Affiliate Organizations.

154 The Board of Trustees may admit to affiliated status those

155 independently constituted and operated organizations whose

156 purposes and intentions it finds to be in sympathy with the

157 principles of the Association, and may terminate such status upon

158 finding that the organization no longer meets the foregoing

159 qualifications or is not in compliance with the rules relating to such

160 organizations. The status granted is that of independent affiliate.

161 The Board of Trustees shall adopt rules governing the

162 requirements for admission to and retention of affiliated status.

163 The requirements shall include financial support of the Association

164 by payment of an annual contribution. The Association shall

165 neither exercise control over nor assume responsibility for the

166 programs, activities, or finances of any independent affiliate.

167 Section C-3.9. Autonomy of Associate Member

168 Organizations and Independent Affiliate

169 Organizations.

170 Nothing in these Bylaws shall be construed as infringing upon the

171 control of associate member organizations and independent

172 affiliate organizations by their own membership.

173 Section C-3.10 Members of Member Congregations.

174 For the purposes of these Bylaws, a member of a member

175 congregation is any individual who pursuant to its procedures has

176 full or partial voting rights at business meetings of the

177 congregation and who is certified as such by an authorized officer

178 of the congregation.

179 ARTICLE IV General Assembly

180 Section C-4.1. Meetings of the Association.

181 Each meeting of the Association for the conduct of business shall

182 be called a General Assembly.

183 Section C-4.2. Powers and Duties.

184 General Assemblies shall make overall policy for carrying out the

185 purposes of the Association and shall direct and control its affairs.

186 Section 4.3. Regular General Assembly.

187 A regular General Assembly shall be held at such time during each

188 fiscal year of the Association as the Board of Trustees shall

189 determine.

190 Section 4.4. Special General Assembly.

191 A special General Assembly may be called by the Board of

192 Trustees at any time, and shall be called upon petition of not less

193 than fifty certified member congregations by action of the governing

194 boards or their congregations. No more than twenty of the fifty

195 congregations may be from the same district.

196 Section 4.5. Place of Meeting.

197 Each regular or special General Assembly shall be held at such

198 place in the United States or Canada as the Board of Trustees

199 shall determine.

200 *Section 4.6. Notice of Meetings.

201 Notice of each regular and special General Assembly shall be

202 given not less than sixty days before the date thereof in such form

203 and manner as the Board of Trustees shall determine. Such notice

204 shall state the place, date, and hour of the meeting. Notice of each

205 special General Assembly shall indicate at whose direction it is

206 being called.

207 *Section C-4.7. Voting.

208 Voting at each regular and special General Assembly shall be by

209 accredited delegates from certified member congregations, certified

210 associate member organizations, and trustees.

211 Each delegate and trustee shall have only one vote, even if present

212 in more than one capacity. Proxy voting is prohibited except when

213 the amendment being processed is an amendment of the articles of

214 organization.

215 Section 4.8. Delegates.

216 (a) Member Delegates. Each certified member congregation is

217 entitled to be represented at each General Assembly by

218 delegates who are members of such congregation, selected

219 in accordance with its bylaws or procedures. The Church of

220 the Larger Fellowship is entitled to 22 such delegates. Other

221 certified member congregations are entitled to that number

222 of such delegates determined as follows: the number of

223 delegates of a certified member congregation shall be equal

224 to the number of members of the congregation divided by

225 fifty, plus one delegate for any fraction remaining; provided

226 that each certified member congregation shall be entitled to

227 at least two delegates.

228 Membership of Member

229 Member Congregation Delegates

230 1-100 2

231 101-150 3

232 151-200 4

233 201-250 5

234 251-300 6

235 301-350 7

236 351-400 8

237 401-450 9

238 451-500 10

239 Over 500 One for each additional 50

240 members or fraction thereof.

241 The number of members of a certified member congregation

242 which is a member of more than one denomination shall be

243 determined for the purposes of this section either (i) by

244 dividing the number of members of the federated church by

245 the number of denominations included in the federation, or,

246 at the option of the federated church, (ii) by reporting the

247 actual number of members who identify themselves as

248 Unitarian Universalists.

249 (b) Minister Delegates and Religious Education Director

250 Delegates. Each certified member congregation is also

251 entitled to be represented at each General Assembly by the

252 ordained minister or ministers in full or associate ministerial

253 fellowship with the Association settled in such congregation,

254 and by the director or directors of religious education having

255 achieved Credentialed Religious Education – Masters Level

256 status by the Association and employed in such congregation.

257 In addition, each certified member congregation is also entitled

258 to be represented at each General Assembly by any minister

259 emeritus or minister emerita of such congregation in ministerial

260 fellowship with the Association and by any director of religious

261 education emeritus or emerita having achieved Credentialed

262 Religious Education – Masters Level status by the Association

263 designated as such by a vote at a meeting of the member

264 congregation not less than six months prior to the General

265 Assembly, provided that any such minister has been settled

266 previously in such congregation, and any such director of

267 religious education who has been previously employed in such

268 congregation.

269 (c) Associate Member Delegates. Each certified associate

270 member organization is entitled to be represented at each

271 General Assembly by two delegates who are members of a

272 certified congregation.

273 *Section C-4.9. Accreditation of Delegates.

274 The Board of Trustees shall make rules for the accreditation of

275 delegates and voting procedures. Such rules may include the

276 requirements of payment of a registration fee, a travel fund fee, or

277 both, in order to vote at a General Assembly, except that these

278 requirements shall not apply to the right to cast a ballot for any

279 elective position at large.

280 Section 4.10. Quorum.

281 Not less than 300 accredited delegates representing not less than

282 100 certified member congregations located in not less than 10

283 states or provinces shall constitute a quorum at any regular or

284 special General Assembly.

285 Section 4.11. Tentative Agenda for Regular General

286 Assemblies.

287 The General Assembly Planning Committee shall prepare a

288 Tentative Agenda for each regular General Assembly which shall

289 include:

290 (a) reports and other matters required by these Bylaws to be

291 submitted to the General Assembly;

292 (b) proposed amendments to these Bylaws which are submitted

293 as prescribed in Article XIV, Section 14.2;

294 (c) items referred by the preceding General Assembly;

295 (d) Business Resolutions and proposed amendments to Bylaws

296 and Rules submitted by the Commission on Appraisal;

297 (e) all proposed amendments to Rules and all Business Resolutions

298 as defined in Rule G-4.18.2, submitted by:

299 (1) the Board of Trustees or the Executive Committee;

300 (2) not less than fifteen certified member congregations

301 by action of their governing boards or their

302 congregations; or

303 (3) a petition by not less than 250 members of certified

304 member congregations with no more than 10

305 members of any one member congregation counted

306 as part of the 250;

307 (f) proposed amendments to Rules and Business Resolutions

308 submitted by a district by official action at a duly called

309 meeting at which a quorum is present but not in excess of

310 three Business Resolutions per district; and

311 (g) Proposed Congregational Study/Action Issues submitted by the

312 Commission on Social Witness pursuant to Section 4.12(a).

313 Resolutions submitted under (d), (e)(2), (e)(3) and (f) must be

314 received by the Planning Committee by February 1 whenever the

315 regular General Assembly opens in June. If the General Assembly

316 opens in a month other than June, the Business Resolutions

317 submitted under (d), (e)(2), (e)(3) and (f) must be received no later

318 than 110 days before the date set for the opening of that General

319 Assembly. The SpiritBride Statements of Conscience process

320 deadlines are established by Sections 4.12(a) and (c) and by the

321 Board of Trustees pursuant to Section 4.13 whenever one or more

322 regular General Assembly is scheduled to begin in a month other than

323 June. The Planning Committee shall include on the Tentative Agenda

324 all items so submitted. It may submit alternative versions of Business

325 Resolutions in addition to the original ones submitted if in its judgment

326 such alternatives clarify the resolutions and may make such changes

327 in the Business Resolutions as are necessary to make each conform

328 to a standard format. It may also submit one or more alternative

329 versions for the purpose of combining two or more Business

330 Resolutions. Adoption of Business Resolutions by a General

331 Assembly shall be by two-thirds vote. The Tentative Agenda shall be

332 mailed to each member congregation, associate member organization

333 and trustee by March 1 if the General Assembly opens in June,

334 otherwise, not less than 90 days before the opening of the General

335 Assembly.

336 *Section 4.12. SpiritBride Statements of Conscience.

337 The purpose of the Congregational Study/Action Process is to provide

338 the member congregations of the Association with an opportunity to

339 mobilize energy, ideas, and resources around a common issue. The

340 end result will be a deeper understanding of our religious position on

341 the issue, a clear statement of Association policy as expressed in a

342 Statement of Conscience, and a greater capacity for the congregations

343 to take effective action. The process for adoption of SpiritBride Statements

344 of Conscience shall be as follows:

345 (a) First Cycle Year

346 (1) Each member congregation, district, and sponsored

347 organization (as designated by the Board of Trustees),

348 may submit to the Commission on Social Witness by

349 October 1 in the year preceding a General Assembly one

350 proposed Congregational Study/Action Issue, such

351 proposed Congregational Study/Action Issue to be

352 approved at a duly called meeting of its members or its

353 governing board at which a quorum is present. This

354 commences the process of a four year SpiritBride Statement of

355 Conscience cycle (“the Cycle”). A Cycle year ends at the

356 close of General Assembly.

357 (2) The Commission on Social Witness shall by November 1

358 of that year submit to the Planning Committee for inclusion

359 on the Tentative Agenda of the regular General Assembly

360 not more than ten proposed Congregational Study/Action

361 Issues, each of which shall be based in whole or in part on

362 the issues submitted to it as described in the previous

363 subsection. The Commission on Social Witness shall

364 verify with the proposing congregation, district, or

365 sponsored organization that the proposed Study/Action

366 Issue reflects the intent of the proposer prior to being

367 included in the poll ballot. The ten proposed

368 Congregational Study/Action Issues shall be included for

369 approval by the congregations on the Congregational Poll

370 ballot, such ballot to be available and congregations

371 notified of its availability by November 15 of the same year.

372 Congregational Poll ballots concerning the proposed

373 Congregational Study/Action Issue shall be due by

374 February 1 of the following year (the first Cycle year).

375 (3) For the proposed Congregational Study/Action Issue to be

376 placed on the Final Agenda of the General Assembly,

377 twenty-five percent (25%) of all certified congregations

378 must participate in the ballot vote concerning the proposed

379 Congregational Study/Action Issues.

380 (4) The proposed Congregational Study/Action Issue shall be

381 ranked in the order of the votes received in the

382 Congregational Poll. The Study/Action Issues receiving

383 the most votes (not to exceed five in number) shall be

384 submitted to the General Assembly as follows:

385 (i) Each of the Proposed Congregational Study/Action

386 Issues shall be presented to the General Assembly by

387 a delegate, and one such proposed Congregational

388 Study/Action Issue shall be referred for study by virtue

389 of having received the highest number of votes among

390 all proposed Congregational Study/Action votes cast

391 by the General Assembly, provided, however, that if no

392 proposed Congregational Study/Action Issue receives

393 a majority of the votes cast, then a second vote shall

394 be taken between the two issues receiving the highest

395 number of votes cast in the initial election.

396 (ii) After one Congregational Study/Action Issue has been

397 referred for study in accordance with (i) above, the

398 Advocacy and Witness staff shall conduct a workshop

399 to discuss processes for study and action on the

400 selected issue. By November 1 following the General

401 Assembly, the Advocacy and Witness staff shall have

402 developed a resource guide pertaining to the

403 Congregational Study/Action Issue selected by the

404 General Assembly. The resource guide shall be made

405 available and congregations notified of its availability.

406 (5) If a SpiritBride Statement of Conscience has been adopted in

407 the previous year, the regular meeting of the General

408 Assembly shall also conduct workshops on the

409 implementation of such SpiritBride Statement of Conscience.

410 (6) If no proposed Congregation Study/Action Issues are on

411 the Final Agenda in the first Cycle year, or if no

412 Congregational Study/Action Issue is referred for study by

413 the General Assembly, then following the regular meeting

414 of the General Assembly, the Cycle shall begin again as

415 set forth in this subsection.

416 (b) Second Cycle Year

417 (1) Member congregations and the districts shall submit by

418 not later than March 1 of the second Cycle year comments

419 regarding the Congregational Study/Action Issue and the

420 related resource guide to the Commission on Social

421 Witness.

422 (2) During the meeting of the General Assembly in the second

423 Cycle year the Commission on Social Witness shall

424 conduct workshops on the Congregational Study/Action

425 Issue.

426 (c) Third Cycle Year

427 (1) Member congregations and the districts shall submit by

428 not later than March 1 of the third Cycle year comments

429 regarding the Congregational Study/Action Issue and the

430 related resource guide to the Commission on Social

431 Witness.

432 (2) During the General Assembly in the third Cycle year, the

433 Commission on Social Witness shall conduct workshops

434 on the Congregational Study/Action Issue. Following the

435 General Assembly, the Commission on Social Witness

436 shall then compose a draft SpiritBride Statement of Conscience.

437 (3) The draft SpiritBride Statement of Conscience, a draft

438 Statement of Conscience congregational comment form,

439 and a ballot to place the draft SpiritBride Statement of

440 Conscience on the Final Agenda shall be included in the

441 Congregational Poll, to be made available and

442 congregations notified of its availability by November 15,

443 following the General Assembly. Notice of the availability

444 of these items shall be delivered to the congregations

445 through the mail and by electronic mail. Congregational

446 Poll ballots, and the congregational comment forms

447 concerning the draft SpiritBride Statement of Conscience shall

448 be due by February 1 of the following year (the fourth

449 Cycle year).

450 (4) The Commission on Social Witness shall then prepare a

451 revised draft of the SpiritBride Statement of Conscience taking

452 into consideration comments received by the member

453 congregations and districts and place this revised drat of

454 the SpiritBride Statement of Conscience on the Final Agenda.

455 (5) For a draft SpiritBride Statement of Conscience to be placed on

456 the Final Agenda of the General Assembly, twenty-five

457 percent (25%) of all certified congregations must

458 participate in the ballot vote concerning such draft SpiritBride

459 Statement of Conscience.

460 (d) Fourth Cycle Year

461 (1) If the draft SpiritBride Statement of Conscience is placed on the

462 Final Agenda for the next regular meeting of the General

463 Assembly, then the next General Assembly must debate

464 and vote on the proposed SpiritBride Statement of Conscience.

465 Adoption of the SpiritBride Statement of Conscience shall

466 require a two-thirds vote.

467 (2) If (i) the proposed SpiritBride Statement of Conscience is not

468 placed on the Final Agenda for the next regular meeting of

469 the General Assembly; or (ii) the General Assembly

470 chooses, by a two-thirds vote, to refer the proposed SpiritBride

471 Statement of Conscience to the Commission on Social

472 Witness for one additional year of study/action, then the

473 Commission of Social Witness shall continue the study

474 and revision of the proposed SpiritBride Statement of

475 Conscience for one more year. The revised SpiritBride

476 Statement of Conscience may be placed on the Final

477 Agenda for the next regular meeting of the General

478 Assembly pursuant to subsections (c)(3), (c)(4) and (c)(5)

479 above. If by the regular meeting of the General Assembly

480 following the additional year the Commission on Social

481 Witness has been unable to find support to generate an

482 acceptable SpiritBride Statement of Conscience, the

483 Congregational Study/Action Issue may be placed on the

484 Final Agenda with a proposal to drop such Congregational

485 Study/Action Issue.

486 (3) Following the regular meeting of the General Assembly in

487 the fourth Cycle year, the Cycle shall begin again as set

488 forth in Section 4.12(a) above.

489 (e) The Cycle may begin again, as set forth in Section 4.12(a), only

490 after the General Assembly in the second Cycle year of a

491 Congregational Study/Action Issue, and as provided in Sections

492 4.12(a)(6) and 4.12(d)(3).

493 (f) The Study/Action Issue for Social Justice selected by the

494 General Assembly in 2005 shall be considered for adoption as a

495 SpiritBride Statement of Conscience pursuant to the Bylaws and

496 Rules of the Association in existence prior to the 2006 General

497 Assembly. This subsection (f) will automatically be deleted from

498 the Bylaws following the 2008 General Assembly.

499 Section 4.13. Revision of SpiritBride Statements of

500 Conscience Process Schedule.

501 If the Board of Trustees votes to schedule one or more regular

502 General Assemblies to begin in a month other than June, the

503 Board of Trustees shall forthwith revise the SpiritBride Statements of

504 Conscience process schedule set forth in Section 4.12 accordingly

505 and shall immediately notify the member congregations, the

506 districts and the Commission on Social Witness of the revised

507 schedule in writing.

508 Section 4.14. Final Agenda for Regular General

509 Assemblies.

510 The Planning Committee shall prepare a Final Agenda for each

511 General Assembly which shall include:

512 (a) all reports and other matters required by these Bylaws to be

513 submitted to the General Assembly and all proposed

514 amendments to Bylaws and Rules appearing on the

515 Tentative Agenda that meet the requirements of Rule G-

516 4.18.3;

517 (b) those Business Resolutions, including alternative versions,

518 on the Tentative Agenda which meet the requirements of

519 Rule G-4.18.3;

520 (c) Business Resolutions, amendments to Rules or Bylaws or

521 other items submitted by the Planning Committee, the Board

522 of Trustees or the Executive Committee, which did not

523 originally appear on the Tentative Agenda, provided,

524 however, that any such items appear on the Final Agenda

525 accompanied by an explanation for the delayed submission;

526 (d) additional proposed amendments to Bylaws submitted by the

527 Commission on Appraisal;

528 (e) those proposed Congregational Study/Action Issues on the

529 Tentative Agenda which meet the requirements of Rule G-

530 4.18.3, and if applicable pursuant to Sections 4.12(a); and

531 (f) the SpiritBride Statement of Conscience submitted by the

532 Commission on Social Witness pursuant to Section 4.12 (c) and

533 (d), if applicable.

534 The Planning Committee shall mail the Final Agenda to each

535 member congregation, associate member organization and trustee

536 not less than 30 days before the General Assembly.

537 Section 4.15. Agenda for Special General Assemblies.

538 The Board of Trustees shall prepare the agenda for each special

539 General Assembly which shall include resolutions and proposed

540 amendments to Rules submitted by:

541 (a) the Board of Trustees;

542 (b) the petition, if any, which calls the special General

543 Assembly; or

544 (c) not less than 50 certified member congregations by action of

545 their governing boards or their congregations, with no more

546 than 20 of the 50 congregations from the same district.

547 The agenda shall be mailed to each member congregation,

548 associate member organization and trustee not less than 30 days

549 before the General Assembly.

550 *Section 4.16. Additions to the Agenda of Regular

551 General Assemblies.

552 (a) Non-substantive items related to greetings and similar

553 matters may be admitted to the agenda by a regular General

554 Assembly.

555 (b) Not more than six General Assembly Actions of Immediate

556 Witness, (year) may be admitted to the agenda of a regular

557 General Assembly and acted upon.

558 (1) A General Assembly Action of Immediate Witness,

559 (year) is one concerned with a significant action,

560 event or development the timing or specificity of which

561 makes it inappropriate to be addressed by a SpiritBride

562 Statement of Conscience pursuant to the Study/Action

563 process.

564 (2) The petition to admit such resolutions to the agenda

565 must be signed by 150 delegates from at least 25

566 congregations in at least five districts. If six petitions

567 or fewer are received, all petitions received that have

568 the requisite level of delegate and congregation

569 support are eligible to be considered for possible

570 admission to the Agenda. In the event more than six

571 petitions are submitted that satisfy the sponsorship

572 requirement, the Commission on Social Witness shall

573 select six from among those which meet the criteria

574 for a General Assembly Action of Immediate Witness,

575 (year) and shall submit those six actions to the

576 Agenda of the General Assembly (along with a

577 tentative designation of scope, i.e., U.S. or

578 Continental) for possible admission.

579 (3) The motion to admit each General Assembly (U.S. or

580 Continental) Action of Immediate Witness, (year) ruled

581 eligible is not debatable, but an opportunity for a two582

minute statement of advocacy to the General

583 Assembly for each eligible action by one of its

584 sponsors prior to any such motion shall be provided.

585 Admission of a General Assembly (U.S. or

586 Continental) Action of Immediate Witness, (year) shall

587 be by a two-thirds vote.

588 (4) During the General Assembly, a mini-assembly shall

589 be held during which each admitted action shall be

590 discussed and amendments shall be accepted in

591 writing. All such amendments shall be made available

592 in writing to the General Assembly. The Commission

593 on Social Witness shall finalize each General Assembly

594 (U.S. or Continental) Action of Immediate Witness,

595 (year), and the chairperson of the Commission on Social

596 Witness, in consultation with the moderator of the

597 General Assembly, the parliamentarian and legal counsel,

598 shall prioritize unincorporated amendments for

599 consideration by the

600 General Assembly.

601 (5) Adoption of a General Assembly (U.S. or Continental)

602 Action of Immediate Witness, (year) shall be by a two603

thirds vote.

604 (6) Actions submitted pursuant to this Section 4.16(b) must

605 be in writing and filed with the Chair of the Commission

606 on Social Witness or the Commission's designee by the

607 deadline established by the Commission and announced

608 at the opening session of the Assembly.

609 (c) Responsive Resolutions may be admitted to the agenda of a

610 regular General Assembly and acted upon.

611 (1) A Responsive Resolution is a resolution made in

612 response to a substantive portion of a report by an

613 officer or committee reporting to a regular General

614 Assembly.

615 (2) Adoption of a Responsive Resolution shall be by two616

thirds vote.

617 Section 4.17. Items Admitted to Special General

618 Assembly Agenda.

619 Except for non-substantive items related to greetings and similar

620 matters, no item not on the agenda for a Special General Assembly

621 shall be admitted to the agenda of that Assembly.

622 *Section 4.18. Agenda Rules.

623 General Assemblies shall adopt rules relating to the agenda.

624 *Section 4.19. Rules of Procedure.

625 Rules of procedure for the conduct of the meeting shall be adopted

626 at each General Assembly.

627 ARTICLE V Committees of the Association

628 Section 5.1. Committees of the Association.

629 The standing committees of the Association shall be:

630 (a) the Nominating Committee;

631 (b) the General Assembly Planning Committee;

632 (c) the Commission on Appraisal;

633 (d) the Commission on Social Witness; and

634 (e) the Board of Review.

635 Section 5.2. Election and Terms of Office.

636 Elected members of all Section 5.1 committees shall take office at

637 the close of the General Assembly at which they are elected and

638 shall serve until their successors are elected and qualified except

639 as otherwise provided herein.

640 One-half as nearly as possible of the elected members of the

641 General Assembly Planning Committee and the Commission on

642 Social Witness shall be elected at the regular General Assembly

643 held in each odd-numbered year. The elected members of the

644 General Assembly Planning Committee and the Commission on

645 Social Witness shall serve for terms of four years. One-third of

646 the members of the Nominating Committee and the Commission

647 on Appraisal shall be elected at the regular General Assembly

648 held in each odd-numbered year. The elected members of the

649 Nominating Committee and the Commission on Appraisal shall

650 serve for single terms of six years. Any member of the

651 Nominating Committee or the Commission on Appraisal in office

652 for a period of more than three years shall be deemed to have

653 completed a six-year term for the purposes of re-election.

654 Notwithstanding anything to the contrary contained in this Section

655 5.2 or Section 5.6, the following provisions shall be applicable to

656 elections of members of the Nominating Committee. At the 1997

657 regular General Assembly, five members of the Nominating

658 Committee shall be elected, three of whom shall be elected for six659

year terms and two for four-year terms. The Nominating

660 Committee shall propose at least three candidates for six-year

661 terms and at least two candidates for four-year terms. At the 1999

662 regular General Assembly, four members of the Nominating

663 Committee shall be elected, three of whom shall be elected for six664

year terms and one for a four-year term. The Nominating

665 Committee shall propose at least three candidates for six-year

666 terms and at least one candidate for a four-year term. At the 2001

667 regular General Assembly, two members of the Nominating

668 Committee shall be elected for six-year terms. The Nominating

669 Committee shall propose at least two candidates for six-year terms.

670 At the 2003 regular General Assembly, four members of the

671 Nominating Committee shall be elected, three of whom shall be

672 elected for six-year terms and one for a four-year term. The

673 Nominating Committee shall propose at least three candidates for

674 six-year terms and at least one candidate for a four-year term. The

675 provisions of this paragraph shall expire immediately following the

676 2003 regular General Assembly.

677 Section 5.3. Qualifications of Committee Members.

678 In order to qualify to be appointed or to continue as a member of a

679 standing committee of the Association, a person must be a

680 member of a member congregation.

681 Section 5.4. Removal of Committee Member.

682 A member of any standing committee of the Association may be

683 removed by a three-fourths vote of the Board of Trustees at a

684 meeting at which not less than three-fourths of the Board is

685 present, if in the opinion of the Board the member is incapacitated

686 or otherwise unable to carry out the duties of the office.

687 Section 5.5. Vacancies.

688 A vacancy created by the death, disqualification, resignation, or

689 removal of an elected member of a standing committee of the

690 Association shall be filled by the Board of Trustees until the next

691 regular General Assembly held in an odd-numbered year. The

692 vacancy shall then be filled by election for the balance of the

693 unexpired term, if any.

694 Section 5.6. Nominating Committee.

695 The Nominating Committee shall consist of nine elected members.

696 A member shall not during the term of office hold any salaried

697 position in the Association, and shall not be eligible for re-election

698 to the Nominating Committee until after an interim of four years.

699 The Nominating Committee shall submit nominations for certain

700 elective positions of the Association, as provided in Article IX.

701 Section 5.7. General Assembly Planning Committee.

702 The General Assembly Planning Committee shall consist of eight

703 elected members and two members appointed by the Board of

704 Trustees at its first meeting following the regular General

705 Assembly in each odd-numbered year. No elected member shall

706 serve on the Committee for more than two four-year terms in

707 succession. The appointed members shall serve for terms of two

708 years and until their successors are appointed and qualified. The

709 Committee shall prepare the agenda for each regular General

710 Assembly and shall be responsible for arrangements for programs

711 and meetings to be held in connection therewith. It may establish

712 subcommittees of its members and may delegate part or all of its

713 powers to them.

714 Section 5.8. Commission on Appraisal.

715 The Commission on Appraisal shall consist of nine elected

716 members. A member shall not during the term of office serve as a

717 trustee or officer or hold a salaried position in the Association. The

718 Commission on Appraisal shall:

719 (a) review any function or activity of the Association which in its

720 judgment will benefit from an independent review and report

721 its conclusions to a regular General Assembly;

722 (b) study and suggest approaches to issues which may be of

723 concern to the Association; and

724 (c) report to a regular General Assembly at least once every four

725 years on the program and accomplishments of the Association.

726 Section 5.9. Commission on Social Witness.

727 The Commission on Social Witness shall consist of three

728 members elected by the General Assembly and two members

729 appointed by the Board of Trustees. The election and appointment

730 of members shall occur only at regular General Assemblies held in

731 odd numbered years.

732 (a) Each appointment and election of a member to the

733 Commission will be for a term of four years;

734 (b) One member shall be appointed each odd-numbered year;

735 and

736 (c) No fewer than one nor more than two members shall be

737 elected each odd-numbered year, as is required to insure a

738 full complement of elected members.

739 No member shall serve on the Commission for more than two four740

year terms in succession. In the case of a vacancy in an appointed

741 position by reason of death, disqualification, resignation or removal,

742 the vacancy shall be filled at any time for the remainder of the term

743 by appointment by the Board of Trustees for the balance of the

744 term. The duties of the Commission are described in Section 4.12

745 and Section 4.16 of the Bylaws and Rules G-4.12.1, G-4.12.2, and

746 G-4.18.2.

747 Section 5.10. Board of Review.

748 (a) Members. The Board of Review shall consist of eight members

749 as follows:

750 (1) Three members who are ministers, each of whom at the

751 time of election is in final ministerial fellowship with the

752 Association and has held such fellowship continuously for

753 the preceding seven years; and

754 (2) One member who is a credentialed religious educator755

masters level; and

756 (3) Four members who are not ministers or credentialed

757 religious educators, each of whom at the time of election

758 is a member of a certified member congregation and has

759 been a member of one or more such congregations for

760 not less than three years as an officer or a member of the

761 governing bodies of one or more such congregations.

762 (b) Election and Term. At each regular General Assembly held in

763 an odd-numbered year one person who is neither a minister nor

764 a credentialed religious educator shall be elected an shall serve

765 for a term of eight years and until a successor is elected and

766 qualified. At each regular General Assembly held in an odd767

numbered year there shall be elected either a minister, as

768 described in subsection (a)(1) above, or a credentialed religious

769 educator-masters level as described in section (a)(2) above,

770 who shall serve for a term of eight years and until a successor is

771 elected and qualified. In the first election in an odd-numbered

772 year following the adoption of the amendment to this subsection

773 (b) as stated above, the election shall be of a credentialed

774 religious educator, and this sentence shall thereafter be deleted

775 from this subsection.

776 (c) Qualifications. No member of the Board of Review shall during

777 the term of office be a member of the Ministerial Fellowship

778 Committee, the Religious Education Credentialing Committee,

779 or hold any salaried position in the Association.

780 (d) Removal. A member of the Board of Review may be removed

781 without hearing by the vote of six other members.

782 Section 5.11. Additional Committees.

783 Additional committees may be created by any General Assembly

784 by adoption of a resolution which shall state the membership,

785 terms, qualification, method of selection, and duties thereof.

786 Section 5.12. Presiding Officer.

787 Each committee shall elect a presiding officer from among its

788 members at its first meeting following the regular General

789 Assembly in each odd-numbered year. In the absence of such

790 election the Board of Trustees may designate a temporary

791 presiding officer from among members of the committee.

792 Section 5.13. Time and Place of Meetings.

793 Each committee shall hold meetings at such times and places as it

794 may determine.

795 Section 5.14. Call and Notice of Meetings.

796 Meetings of committees may be called by the presiding officer and

797 shall be called by the presiding officer at the request of a majority

798 of the members of the entire committee. Notice of committee

799 meetings shall be given in writing not less than ten nor more than

800 sixty days before the meeting and shall state the time and place of

801 the meeting.

802 ARTICLE VI Board of Trustees

803 Section C-6.1. Responsibility.

804 The Board of Trustees shall conduct the affairs of the Association

805 and, subject to these Bylaws, shall carry out the Association's

806 policies and directives as provided by law.

807 Section 6.2. Powers.

808 The Board of Trustees shall act for the Association between

809 General Assemblies.

810 Section 6.3. Membership.

811 The Board of Trustees shall consist of:

812 (a) the President, without vote, the Moderator and the Financial

813 Advisor;

814 (b) Three trustees elected at large, and a youth trustee at large;

815 (c) one trustee representing each district.

816 *Section 6.4. Election of Trustees.

817 The youth trustee at large and one-half of the other number of

818 trustees at large shall be elected at the regular General Assembly

819 held in each odd-numbered year. One-half, as nearly as possible,

820 of the trustees representing districts shall be elected prior to each

821 such General Assembly. The Board of Trustees shall divide the

822 districts into two groups for purposes of electing trustees.

823 Section 6.5. Term.

824 Trustees shall take office immediately after the close of the

825 General Assembly at or prior to which they are elected and, with the

826 exception of the youth trustee at large, shall serve for terms of four

827 years or until their successors are elected and qualified. The youth

828 trustee at large shall serve for a term of two years or until his or her

829 successor is elected and qualified. Any partial term of more than two

830 years shall be considered a full term for purposes of this section. No

831 trustee may serve more than two successive full terms. However, a

832 trustee may at any time become one of the

833 elected officers of the Association and serve as long in that office

834 as if such trustee had not previously been a trustee. No person

835 who has served as elected officer for a full term shall thereafter be

836 elected a trustee without an interim of four years.

837 *Section 6.6. Qualifications of Trustees.

838 Each elected trustee shall be a member of a member congregation.

839 An elected trustee representing a district shall reside in that district

840 and shall be a member of a member congregation located in the

841 district. A trustee who ceases to meet these qualifications shall

842 be disqualified and the office declared vacant. The youth trustee at

843 large shall be an individual aged 14 to 20 inclusive years at the time

844 of election. Not more than one trustee shall be a member of the

845 same member congregation. If a trustee becomes a member of a

846 member congregation in which another trustee is already a

847 member, such trustee shall be disqualified and the office declared

848 vacant. The Board of Trustees shall adopt rules for the application

849 of this section to persons holding membership in more than one

850 member congregation.

851 Notwithstanding anything else to the contrary contained in these

852 Bylaws, each of the trustees currently representing the Prairie Star

853 district and the St. Lawrence district shall be deemed to qualify as a

854 trustee under this Section until the earlier to occur of the expiration of

855 his or her current term or his or her resignation. The foregoing

856 sentence and this sentence shall automatically expire and be deleted

857 from these Bylaws when both trustees currently representing the

858 Prairie Star district and the St. Lawrence district no longer qualify as

859 trustees, by reason of expiration of term or vacancy created as referred

860 to in Section 6.8(b).

861 Section 6.7. Resignation and Removal of Trustees.

862 A trustee may at any time resign by giving written notice to the

863 Board of Trustees. Such resignation shall take effect at the time

864 specified therein, or, if no time is specified, then on delivery. A

865 trustee may be removed by a three-fourths vote of the entire Board

866 at a meeting at which not less than three-fourths of the entire

867 Board is present if in the opinion of the Board such trustee is

868 incapacitated or otherwise unable to carry out the duties of the

869 office.

870 Section 6.8. Vacancies.

871 (a) Trustee at Large. A vacancy created by the death,

872 disqualification, resignation, or removal of a trustee at large

873 shall be filled by majority vote of the remaining trustees until

874 the next regular General Assembly at which an election can

875 be held. The vacancy shall then be filled by election for the

876 balance of the unexpired term, if any.

877 (b) Trustee Representing District. A vacancy created by death,

878 disqualification, resignation, or removal of a trustee

879 representing a district or by the creation of a new district

880 entitled to be represented by a trustee shall be governed by

881 the bylaws of the district and Section 9.11 of these Bylaws

882 subject to the following limitations:

883 (1) If fewer than two regular General Assemblies have

884 met and adjourned since the General Assembly at

885 which the trustee took office, the governing body of

886 the district shall make an interim appointment until the

887 position is filled by a special election within one year

888 from the date the vacancy occurs;

889 (2) If the vacancy occurs at any other point in the term,

890 either the governing body of the district shall fill the

891 vacancy for the remainder of the term or the District

892 shall provide for an interim appointment by its

893 governing body until the position is filled by a special

894 election.

895 An invalid election does not create a vacancy for purposes of this

896 section.

897 Section 6.9. Place of Meeting.

898 The Board of Trustees shall hold its meetings at such places as

899 the Board may determine.

900 Section 6.10. Regular Meetings.

901 Regular meetings of the Board of Trustees shall be held at such

902 times as the Board may determine. No fewer than three regular

903 meetings of the Board shall be held during each fiscal year of the

904 Association.

905 Section 6.11. Special Meetings.

906 Special meetings of the Board of Trustees may be called by the

907 Moderator or President, and shall be called by the Moderator at the

908 request of eight trustees. Notice of special meetings shall be given

909 in writing not less than five nor more than sixty days before the

910 meeting and shall state the agenda, time and place of the meeting.

911 Section 6.12. Waiver of Notice.

912 Notice of a meeting need not be given to any trustee who submits a

913 signed waiver of notice whether before or after the meeting, or who

914 attends the meeting without protesting, prior thereto or at its

915 commencement, the lack of notice.

916 Section 6.13. Quorum.

917 A majority plus one of the entire voting membership of the Board of

918 Trustees shall constitute a quorum for the transaction of business.

919 Section 6.14. Compensation.

920 Except for the President, members of the Board of Trustees shall

921 not receive compensation for their services but shall be reimbursed

922 as determined by the Board of Trustees for the expenses

923 reasonably incurred by them in the performance of their duties.

924 Section 6.15. Annual Report.

925 The Secretary shall on behalf of the Board of Trustees present an

926 annual report of its activities to the member congregations and at

927 each regular General Assembly.

928 ARTICLE VII

929 Committees of the Board of Trustees

930 Section 7.1. Committees of the Board of Trustees.

931 The standing committees of the Board of Trustees shall be:

932 (a) the Executive Committee;

933 (b) the Ministerial Fellowship Committee;

934 (c) the Finance Committee;

935 (d) the Investment Committee;

936 (e) the Religious Education Credentialing Committee; and

937 (f) the Audit Committee.

938 Section 7.2. Appointment and Term of Office.

939 Members of the Executive Committee, Finance Committee, Investment

940 Committee, Religious Education Credentialing Committee, and board941

appointed members of the Ministerial Fellowship Committee and Audit

942 Committee shall be appointed by the Board at its first meeting following

943 the regular General Assembly in each odd-numbered year except as

944 otherwise provided herein. Members of such committees shall serve

945 for terms of two years and until their successors are appointed and

946 qualified.

947 Section 7.3. Removal of Committee Member.

948 Standing committee members appointed by the Board of Trustees

949 serve at the pleasure of the Board and may be removed by it at any

950 time.

951 Section 7.4. Vacancies.

952 A vacancy on any committee of the Board among members

953 appointed by the Board of Trustees shall be filled by it.

954 Section 7.5. Executive Committee.

955 The Executive Committee shall consist of the Moderator, the First

956 Vice Moderator, the Secretary, the Financial Advisor, and the Chair

957 of the Finance Committee. The position on the committee

958 occupied by the First Vice Moderator shall be filled by the Second

959 Vice Moderator at any meeting of the committee from which the

960 First Vice Moderator is absent or at which the First Vice Moderator

961 is presiding in the absence of the Moderator. The position on the

962 committee occupied by the Secretary shall be filled by the

963 Assistant Secretary at any meeting of the committee from which

964 the Secretary is absent. The Executive Committee shall conduct

965 the current and ordinary business of the Association between

966 meetings of the Board of Trustees. If between meetings of the

967 Board of Trustees, matters arise which (1) in the opinion of the

968 Executive Committee are not current and ordinary business but in

969 the best interests of the Association must nevertheless be acted

970 upon, or (2) the Executive Committee has been authorized by the

971 Board to be acted upon, then the Executive Committee may act

972 thereon for the Board of Trustees, but only if four or more

973 members vote the action.

974 Section 7.6. Ministerial Fellowship Committee.

975 The Ministerial Fellowship Committee shall consist of fourteen

976 members as follows:

977 (a) six members who are not ministers appointed by the Board;

978 (b) six members who are ministers in final fellowship with the

979 Association, with at least one from each category of ministry

980 including community ministry, appointed by the Board; and

981 (c) two members appointed by the Unitarian Universalist

982 Ministers Association.

983 Two members of the committee, and only two, shall be trustees.

984 The committee shall have jurisdiction over ministerial fellowship

985 with the Association as provided in Article XI hereof. The Board of

986 Trustees shall designate a person who is not a member of the

987 committee to be its Executive Secretary and keep its records.

988 Section 7.7. Finance Committee.

989 The Finance Committee shall consist of the Financial Advisor, the

990 Treasurer, five trustees who shall not be members of the

991 Investment Committee, and the Moderator without vote. The duties

992 of the Finance Committee are set forth in Article X.

993 Section 7.8. Investment Committee.

994 The Investment Committee shall consist of the Financial Advisor,

995 the Treasurer, and five other persons, at least one of whom shall

996 be a trustee and none of whom shall be members of the Finance

997 Committee. The duties of the Investment Committee are set forth

998 in Article X.

999 Section 7.9. Additional Committees.

1000 The Board of Trustees may appoint additional committees to serve

1001 at its pleasure and shall determine the membership, qualifications,

1002 and duties thereof.

1003 Section 7.10. Presiding Officer.

1004 The Board of Trustees shall appoint one member of each standing

1005 committee of the Board to be its presiding officer.

1006 Section 7.11. Time and Place of Meetings.

1007 Each standing committee of the Board shall hold meetings at such

1008 times and places as it may determine.

1009 Section 7.12. Call and Notice of Meetings.

1010 Meetings of standing committees of the Board may be called by the

1011 presiding officer and shall be called by the presiding officer at the

1012 request of a majority of the members of the entire committee.

1013 Unless the Board of Trustees otherwise provides, notice of

1014 meetings of each standing committee shall be given in such a

1015 manner and within such time as the standing committee

1016 determines.

1017 Section 7.13. Religious Education Credentialing

1018 Committee.

1019 The Religious Education Credentialing Committee shall consist of

1020 seven members as follows:

1021 (a) three members, none of whom is a parish minister, minister

1022 of religious education, community minister, a credentialed

1023 religious educator, or a director of religious education,

1024 appointed by the Board;

1025 (b) one member who is a parish minister or community minister,

1026 appointed by the Board;

1027 (c) one member who is a minister of religious education,

1028 appointed by the Board;

1029 (d) one member who is a credentialed religious educator1030

masters level, appointed by the Board; and

1031 (e) one member nominated by the Board of the Liberal

1032 Religious Educators Association and appointed by the

1033 Board of Trustees.

1034 The Committee shall have jurisdiction over religious education

1035 credentialing with the Association as provided in Article XII

1036 thereof. The Board of Trustees shall designate a person who is

1037 not a member of the committee to be its Executive Secretary and

1038 keep its records.

1039 Section 7.14. Audit Committee.

1040 The Audit Committee shall consist of five members as follows:

1041 a. three persons appointed by the Board, none of whom are

1042 members of the Board or hold a salaried position with the

1043 Association;

1044 b. the Financial Advisor; and

1045 c. a member of the Finance Committee, who shall be

1046 appointed by the Board.

1047 No member of the Audit Committee shall serve for more than four

1048 terms on the Audit Committee.

1049 The duties of the Audit Committee are set forth in Article X.

1050

1051 ARTICLE VIII Officers of the Association

1052 *Section 8.1. Officers Enumerated.

1053 (a) Elected Officers. The elected officers of the Association shall

1054 be a Moderator, a President, and a Financial Advisor.

1055 (b) Appointed Non-salaried Officers. The appointed non- salaried

1056 officers of the Association shall include one or more Vice

1057 Moderators, a Secretary, and a Recording Secretary

1058 and may include such other officers as the Board of

1059 Trustees may appoint.

1060 (c) Appointed Salaried Officers. The appointed salaried officers

1061 of the Association shall include a Treasurer, and may

1062 include one or more vice presidents, assistant treasurers,

1063 and such other officers as the Board of Trustees may

1064 determine.

1065 Section C-8.2. Control by Board of Trustees.

1066 All officers shall be subject to the direction and control of the Board

1067 of Trustees. All appointed officers shall be appointed by the Board

1068 of Trustees and shall serve at its pleasure.

1069 Section 8.3. Term of Office.

1070 (a) Elected Officers. The elected officers shall be elected at a

1071 regular General Assembly in an odd-numbered year and

1072 shall take office immediately after the close of such General

1073 Assembly.

1074 (1) President. The President shall serve for a term of four

1075 years and until his or her successor is elected and

1076 qualified. No President shall serve more than two

1077 successive terms; and any partial term of more than

1078 two years served by reason of appointment and/or

1079 election to office pursuant to subsection 8.7(a) below

1080 shall be considered a full term for purposes of this

1081 subsection.

1082 (2) Moderator and Financial Advisor. The Moderator and

1083 Financial Advisor shall each serve for a term of four

1084 years and until his or her successor is elected and

1085 qualified. No Moderator or Financial Advisor shall

1086 serve more than two successive full terms; and any

1087 partial term of more than two years served by reason

1088 of appointment and/or election to office pursuant to

1089 subsection 8.7(a) below shall be considered a full

1090 term for purposes of this subsection.

1091 (b) Appointed Non-salaried Officers. The appointed non1092

salaried officers shall serve for one or more terms of two

1093 years and until their successors are appointed and qualified.

1094 Section 8.4. Qualification of Officers.

1095 Each officer of the Association shall be a member of a member

1096 congregation. If an officer ceases to be a member of any member

1097 congregation, such officer shall be disqualified and the office

1098 declared vacant.

1099 Section 8.5. Removal of Officers.

1100 (a) Elected Officers. An elected officer may be removed by a

1101 three-fourths vote of the entire Board of Trustees at a

1102 meeting at which not less than three-fourths of the entire

1103 Board is present if in the opinion of the Board such officer is

1104 incapacitated or unable to carry out the duties of the office.

1105 The President may also be removed by such a vote of the

1106 Board if it determines that such removal is in the best

1107 interests of the Association.

1108 (b) Appointed Officers. An appointed officer may be removed

1109 by the Board of Trustees at any time.

1110 Section 8.6. Resignation.

1111 An officer may resign at any time by giving written notice to the

1112 Moderator, who shall immediately forward copies to the Board of

1113 Trustees. Any such resignation shall take effect at the time

1114 specified therein, or, if no time is specified, then upon delivery.

1115 Section 8.7. Vacancies.

1116 (a) Elected Officers. A vacancy created by the death,

1117 disqualification, resignation, or removal of an elected officer

1118 shall be filled by the Board of Trustees until the next regular

1119 General Assembly at which an election can be held. The

1120 vacancy shall then be filled by election for the balance of the

1121 unexpired term, if any.

1122 (b) Appointed Non-salaried Officers. A vacancy created by the

1123 death, disqualification, resignation, or removal of an

1124 appointed non-salaried officer may be filled by the Board of

1125 Trustees for the balance of the unexpired term.

1126 Section 8.8. Moderator.

1127 The Moderator shall preside at General Assemblies and meetings

1128 of the Board of Trustees and the Executive Committee. The

1129 Moderator shall represent the Association on special occasions

1130 and shall assist in promoting its welfare. The Moderator shall serve as

1131 Chief Governance Officer of the Association.

1132 Section 8.9. President.

1133 The President shall be the chief executive officer of the Association

1134 and shall be a member, ex-officio, without vote, of all standing

1135 committees of the Association, except the Nominating Committee and

1136 the Board of Review, and of all standing committees of the Board

1137 except the Ministerial Fellowship Committee and the Religious

1138 Education Credentialing Committee.

1139 Section 8.10. Financial Advisor.

1140 The duties of the Financial Advisor are set forth in Article X.

1141 *Section 8.11. Executive Vice President.

1142 In the event an Executive Vice President should be appointed, the

1143 Board of Trustees shall describe his or her duties.

1144 Section 8.12. Vice Moderators.

1145 The Vice Moderator or Moderators shall be elected from among the

1146 members of the Board of Trustees by its members. In the absence

1147 of the Moderator a Vice Moderator shall preside at meetings and

1148 perform the duties of the Moderator. A Vice Moderator shall

1149 perform such other duties as may be assigned by the Board. In

1150 the event that more than one Vice Moderator is elected, one of the

1151 Vice Moderators shall be designated First Vice Moderator.

1152 Section 8.13. Vice Presidents.

1153 Any Vice President appointed shall have such powers and shall

1154 perform such duties as may be assigned by the Board of Trustees

1155 or as assigned by the President in conformity with any provisions

1156 of the Board appointment.

1157 Section 8.14. Secretary.

1158 The Secretary shall be appointed from among the members of the

1159 Board of Trustees and shall perform all duties usually pertaining to

1160 the office, except those of a Clerk under Massachusetts law. The

1161 Secretary shall represent the Association on special occasions and

1162 shall assist in promoting the welfare of the Association.

1163 Section 8.15. Treasurer.

1164 The duties of the Treasurer are set forth in Article X.

1165 Section 8.16. Recording Secretary.

1166 The Recording Secretary shall at all times be a resident of the

1167 Commonwealth of Massachusetts and upon being appointed shall

1168 be sworn to the faithful performance of the duties of the office. If

1169 the Recording Secretary ceases to be a resident of the

1170 Commonwealth of Massachusetts, such person shall be

1171 disqualified and the office declared vacant. The Recording

1172 Secretary shall keep an accurate record of all meetings of the

1173 Association and the Board of Trustees, shall perform such other

1174 duties as may be assigned by the Board, and shall perform the

1175 duties of a Clerk under Massachusetts law.

1176 Section 8.17. Other Appointed Officers.

1177 The Board of Trustees may appoint such other officers as it deems

1178 necessary and shall fix their powers and duties.

1179 Section 8.18. Compensation.

1180 The Moderator, the Financial Advisor, and the appointed non1181

salaried officers shall not receive compensation for their services

1182 but shall be reimbursed as determined by the Board of Trustees for

1183 expenses reasonably incurred by them in the performance of their

1184 duties.

1185 Section 8.19. Reports by Officers.

1186 The Moderator, the President, the Financial Advisor, and the

1187 Treasurer shall each make an annual report to the member

1188 congregations and to each regular General Assembly.

1189 ARTICLE IX Nominations and Elections

1190 Section 9.1. Elective Positions.

1191 The elective positions of the Association include the elective

1192 positions at large and those trustee positions where the election

1193 occurs at the district level. The elective positions at large of the

1194 Association are those of the elected officers, those trustees not

1195 elected at the district level, and the elected members of the

1196 standing committees of the Association. No person shall hold

1197 more than one elective position at a time whether by election or

1198 appointment. Ex officio positions for the purposes of this Bylaw

1199 provision shall be deemed part of the elected position from which

1200 the ex officio position is derived.

1201 Section 9.2. Nomination Procedures.

1202 The nomination procedures set forth in these Bylaws and the

1203 Rules adopted hereunder are exclusive, and no person who is not

1204 nominated in accordance with such procedures can be elected to

1205 any elective position.

1206 Section 9.3. Notice by Nominating Committee.

1207 On or before August 1 of each even-numbered year, the

1208 Nominating Committee shall notify all certified member

1209 congregations in writing of the elective positions at large and

1210 vacancies to be filled at the next regular General Assembly.

1211 Section 9.4. Nomination by Nominating Committee.

1212 The Nominating Committee shall submit one or more nominations

1213 for each elective position at large to be filled, except Moderator and

1214 President, including those to fill any vacancies occurring prior to

1215 October 1 of the year before the election. Only one person from

1216 any one member congregation shall be thus nominated to serve on

1217 the Nominating Committee. The report of the Nominating

1218 Committee shall be filed with the Secretary of the Association and

1219 be mailed to all certified member congregations, associate member

1220 organizations, and trustees on or before December 10 of each

1221 even-numbered year.

1222 Section 9.5. Nomination by Petition.

1223 (a) For Moderator and President. A nomination for the office of

1224 Moderator or President, or to fill a vacancy in an unexpired

1225 term occurring prior to December 1 of the year before the

1226 election shall be by petition signed by no fewer than twenty1227

five certified member congregations, including no fewer than

1228 five certified member congregations located in each of no

1229 fewer than five different districts. A certified member

1230 congregation may authorize the signing of a petition only by

1231 vote of its governing board or by vote at a duly called meeting

1232 of its members. Such a petition shall be filed with the

1233 Secretary of the Association, only in such form as the

1234 Secretary may prescribe, not later than February 1 of the

1235 year of the election and not earlier than the preceding March

1236 1. If no valid and timely nomination is made by certified

1237 member congregations, the Board of Trustees shall

1238 nominate one or more candidates for the office.

1239 (b) For Other Elective Positions at Large. A nomination for any

1240 other elective position at large or to fill a vacancy in an

1241 unexpired term occurring prior to December 1 of the year

1242 before the election may be by petition signed by not less

1243 than fifty members of certified member congregations, with

1244 no more than ten signatures of members of any one

1245 congregation counted toward the required fifty. A separate

1246 petition, in form prescribed by the Secretary, shall be filed for

1247 each nomination not later than February 1 of the year of the

1248 election and not earlier than the preceding October 1.

1249 Nominations for youth trustee at large shall be so designated.

1250 Section 9.6. Qualifications of Nominees.

1251 Each person nominated for an elective position at large shall be a

1252 member of a member congregation. No person shall be nominated

1253 for more than one such elective position. If a person is nominated

1254 for more than one such elective position, the Secretary of the

1255 Association shall so notify such person in writing and such person

1256 shall have twenty days from the date of the notice to select one

1257 nomination which is acceptable. In the absence of a timely

1258 selection, all such nominations shall be void and the person shall

1259 be so notified in writing by the Secretary.

1260 Section 9.7. Vacancy in Nominations.

1261 If all persons nominated for an elective position at large die, decline

1262 to serve or are disqualified after the time has expired for making

1263 any further nominations, or if no valid and timely nomination is

1264 made, the position shall be filled after the final adjournment of the

1265 regular General Assembly at which the election would have been

1266 held in the same manner as if the position had been filled by

1267 election and had then become vacant.

1268 Section 9.8. Supervision of Elections.

1269 The Secretary shall supervise all elections for elective positions at

1270 large. The Secretary may appoint a committee of tellers to count

1271 ballots and perform other routine duties. The Secretary shall

1272 decide any question arising during such an election concerning:

1273 (a) the interpretation of any provision of these Bylaws or of

1274 Rules made hereunder relating to election procedures;

1275 (b) any procedural problem relating to the election which is not

1276 covered by these Bylaws or by the Rules; or

1277 (c) the interpretation of the intent of a voter in marking the ballot.

1278 The Secretary's decision shall be final. The Secretary shall remain

1279 neutral in the election and shall not engage in electioneering, except for

1280 advocacy of his or her own candidacy for offices for which he or she is

1281 nominated.

1282 Section 9.9. Conduct of Elections at Large.

1283 (a) Election by Ballot. Voting shall be by written ballot, except

1284 that if only one person has been validly nominated for each

1285 elective position at large the persons so nominated shall be

1286 declared elected and no ballots shall be required.

1287 (b) Persons Entitled to Vote. Ballots shall be cast only by

1288 accredited delegates from certified member congregations

1289 and certified associate member organizations to the regular

1290 General Assembly at which the election is held and by

1291 trustees. No person shall cast more than one ballot.

1292 (c) Absentee Voting. Those entitled to cast ballots in an election

1293 may cast their ballots by mail. Absentee ballots shall be

1294 mailed at least forty five days prior to the General Assembly at

1295 which the election is being held. An absentee ballot must be

1296 received by the Secretary not less than seven calendar days

1297 before the General Assembly in order to be counted.

1298 *Section 9.10. Counting of Ballots.

1299 (a) For President. If there are no more than two duly nominated

1300 candidates for President, the candidate receiving the greater

1301 number of votes is elected. If there are more than two duly

1302 nominated candidates for President, the ballot shall be

1303 designed to permit the designation of first, second, third, etc.

1304 choice. If no candidate receives a majority of the first-choice

1305 votes cast, the candidate receiving the lowest first choice

1306 vote shall be eliminated and the ballots cast for such

1307 candidate shall be redistributed in accordance with the

1308 second choice indicated thereon. This process shall be

1309 repeated until one candidate receives a majority of all votes

1310 cast or until only two candidates remain, at which time the

1311 one receiving the greater number of votes is elected.

1312 (b) For Other Elective Positions at Large. If there is one elective

1313 position at large to be filled, the candidate receiving the

1314 greatest number of votes is elected. If there is more than

1315 one such elective position of the same kind to be filled, the

1316 candidates respectively receiving the greatest number of

1317 votes are elected.

1318 Section 9.11. Nominations and Elections of Trustees

1319 Representing Districts.

1320 (a) District Bylaws. Each district shall in its bylaws set forth the

1321 method by which the certified member congregations of the

1322 Association within that district shall nominate and elect a

1323 trustee. Where two or more districts are required to share a

1324 single trustee, each such district shall adopt compatible

1325 bylaw provisions. In the absence of valid district bylaw

1326 provisions, the trustee representing that district or group of

1327 districts shall be elected in accordance with the Bylaws and

1328 Rules of the Association.

1329 (b) Time of Election. The election of a district trustee, except an

1330 election to fill a vacancy pursuant to Section 6.8(b), shall be

1331 held not less than 45 nor more than 300 days before the

1332 regular General Assembly following which such trustee is to

1333 take office.

1334 (c) Method of Nominations. The district bylaws shall provide

1335 that nominations may be made by a specific number of

1336 certified member congregations.

1337 (d) Method of Election. If a district's bylaws do not include a

1338 provision for the election of the trustee representing that

1339 district or the group of districts of which that district is a part,

1340 the trustee for that district or the group of districts of which

1341 that district is a part shall be elected using one of the

1342 following methods:

1343 (1) at large within the district, with each member of a

1344 certified member congregation casting a ballot by mail;

1345 (2) by delegates at a district meeting at which each

1346 certified member congregation is entitled to the same

1347 number of voting delegates as specified in Section

1348 4.8(a) of these Bylaws, with absentee ballots by the

1349 delegates permitted;

1350 (3) by each certified member congregation, acting at a

1351 legal meeting of such congregation, casting that

1352 number of votes equal to the number of delegates

1353 specified in Section 4.8(a) of these Bylaws, allocated

1354 among the candidates as it shall determine;

1355 (4) by delegates at a district meeting at which each

1356 certified member congregation is entitled to the same

1357 number and kind of voting delegates as specified in

1358 Section 4.8(a) and (b) of these Bylaws with absentee

1359 ballots by the delegates permitted; or

1360 (5) by each certified member congregation, acting at a

1361 legal meeting of such congregation, casting that

1362 number of votes equal to the number of delegates

1363 specified in Section 4.8(a) of these Bylaws, with the

1364 votes of the congregation allocated among the

1365 candidates as it shall determine and by each minister

1366 and Director of Religious Education, who meets the

1367 criteria for delegate status set forth in Section 4.8(b)

1368 of these Bylaws, casting a vote.

1369 (e) Certification of Election. The secretary of the district or such

1370 other district officer as may be designated in the district

1371 bylaws shall certify the results of the election to the

1372 Secretary of the Association as soon as they are available.

1373 Such certificate shall be conclusive that the person so

1374 certified has been duly elected if the district has adopted

1375 bylaws conforming to the requirements of this section. A

1376 trustee elected to fill a vacancy shall take office immediately

1377 upon such certification.

1378 (f) Invalid Election. If the procedures for the nomination or

1379 election of a district trustee violate the provisions of these

1380 Bylaws, the election shall be invalid and a new election shall

1381 be held not more than twelve months after the invalid

1382 election.

1383 *Section 9.12. Rules for Nominations and Elections.

1384 Rules relating to nomination and election procedures shall be

1385 adopted by a General Assembly. Such rules shall be applicable to

1386 elections held after the close of the General Assembly at which

1387 they are adopted.

1388 ARTICLE X Finance and Contracts

1389 *Section 10.1. Annual Budget.

1390 The annual budget of the Association shall be adopted and may

1391 subsequently be amended by the Board of Trustees. A budget or

1392 budgets for the coming year or years shall be presented to each

1393 regular General Assembly for its consideration and such

1394 recommendation of financial priorities as the General Assembly

1395 may wish to make.

1396 Section 10.2. Duties of Finance Committee.

1397 The Finance Committee shall submit proposed annual budgets for

1398 the Association to the Board of Trustees and make

1399 recommendations to the Board with respect to major financial

1400 policies of the Association other than those pertaining to

1401 investments. It shall review the use made of specific funds held by

1402 the Association and shall also recommend long-range financial

1403 plans.

1404 Section 10.3. Duties of Financial Advisor.

1405 The Financial Advisor shall advise the President and the Board of

1406 Trustees on financial policy and shall assist the Board in long1407

range planning by reviewing the sources of funds, the application

1408 of funds designated for specific purposes, the balance between

1409 foreseeable income and proposed expenditures, and the overall

1410 financial welfare of the Association. From time to time the

1411 Financial Advisor shall report to the President and the Board

1412 findings and recommendations respecting the current financial

1413 affairs of the Association and long-range planning.

1414 Section 10.4 Duties of Treasurer and Assistant

1415 Treasurers.

1416 The Treasurer shall have custody of the corporate seal and the

1417 funds and other properties of the Association and shall have the

1418 usual duties of the Treasurer of a corporation. The Treasurer or

1419 the Board of Trustees may from time to time delegate or assign to

1420 each Assistant Treasurer specified duties and authority; and any

1421 person, firm, organization or corporation dealing with the

1422 Association may assume that any act performed by an Assistant

1423 Treasurer, including the execution, sealing and delivery of any

1424 document, has been performed pursuant to an effective delegation

1425 or assignment of authority as aforesaid, and the Association shall

1426 be bound accordingly.

1427 Section C-10.5. Raising of Funds.

1428 The Association shall raise capital and operating funds to carry out

1429 its purposes. It may also raise capital and operating funds for

1430 associate member organizations and independent affiliate

1431 organizations.

1432 Section C-10.6. Funds Held for Others.

1433 With the approval of the Board of Trustees, the Association may

1434 hold for investment and distribution funds belonging to or given for

1435 the benefit of a member congregation, associate member

1436 organization, independent affiliate organization, or other

1437 organizations. Such funds may be invested in the General

1438 Investment Fund of the Association unless they are subject to

1439 specific restrictions which require some other form of investment.

1440 Section C-10.7. Responsibility for Investments.

1441 (a) Board of Trustees. The Board of Trustees shall have

1442 ultimate responsibility for investing the funds belonging to or

1443 held by the Association.

1444 (b) Investment Committee. The Investment Committee shall

1445 supervise the investments of the Association subject to

1446 control by the Board of Trustees.

1447 *Section 10.8. Contracts and Securities.

1448 The President, Secretary, Recording Secretary, Treasurer, and

1449 Assistant Treasurer may sign and attest deeds, mortgages,

1450 contracts, and other documents to which the Association is a party.

1451 Section C-10.9. Pension System.

1452 The Association shall establish and maintain a pension system for

1453 ministers in full fellowship with the Association.

1454 Section 10.10. Fiscal Year.

1455 The fiscal year of the Association shall be from July 1 to June 30.

1456 Section C-10.11. Corporate Seal.

1457 The seal of the Association shall be in such form as the Board of

1458 Trustees shall approve.

1459 Section 10.12. Indemnification of Trustees, Officers,

1460 Employees, and Volunteers.

1461 The Association, to the extent legally permissible, shall indemnify

1462 any trustee, officer, employee of the Association or volunteer

1463 elected by a General Assembly or appointed by the Board of

1464 Trustees of the Association to serve the Association, or persons

1465 formerly holding such positions, against all liabilities and expenses

1466 (including court costs, attorney's fees, and the amount of any

1467 judgment or reasonable settlement, fines and penalties) actually

1468 and necessarily incurred by any such person, subsequent to the

1469 adoption hereof, in connection with the defense of any claim

1470 asserted or threatened to be asserted against any such person, or

1471 any action, suit or proceeding in which any such person may be

1472 involved as a party, by reason of being or having been such

1473 trustee, officer, employee or volunteer or by reason of any action

1474 alleged to have been taken or omitted by any such person as such

1475 trustee, officer, employee or volunteer, except with respect to any

1476 matter as to which he or she shall have been adjudicated in any

1477 proceeding not to have acted in good faith in the reasonable belief

1478 that his or her action was in the best interests of the Association

1479 provided, however, that as to any matter disposed of by a

1480 compromise payment by such person, pursuant to a consent

1481 decree or otherwise, no indemnification either for said payment or

1482 for any other expenses shall be provided unless such compromise

1483 and indemnification therefore shall be approved:

1484 (a) by a majority vote of a quorum consisting of disinterested

1485 trustees;

1486 (b) if such quorum cannot be obtained, then by a majority vote of

1487 a committee of the Board of Trustees consisting of all the

1488 disinterested trustees;

1489 (c) if there are not two or more disinterested trustees in office,

1490 then by a majority of the trustees then in office, provided they

1491 have obtained a written finding by independent legal counsel

1492 appointed by a majority of the trustees to the effect that,

1493 based upon a reasonable investigation of the relevant facts

1494 as described such opinion, the person to be indemnified

1495 appears to have acted in good faith and in the reasonable

1496 belief that his or her action was in the best interests of the

1497 Association;

1498 (d) if not resolved by (a), (b) or (c), above, by a court of

1499 competent jurisdiction.

1500 If authorized in the same manner specified above for compromise

1501 payments, expenses, including attorney's fees actually and

1502 necessarily incurred by any such person in connection with the

1503 defense or disposition of any such action, suit or other proceeding

1504 may be paid from time to time by the Association in advance of the

1505 final disposition thereof upon receipt of (a) an affidavit of such

1506 individual of his or her good faith belief that he or she has met the

1507 standard of conduct necessary for indemnification under this

1508 Section and (b) an undertaking by such individual to repay the

1509 amount so paid to the Association if such person shall be

1510 adjudicated to be not entitled to indemnification under this Section,

1511 which undertaking may be accepted without reference to the

1512 financial ability of such person to make repayment. The right of

1513 indemnification herein provided shall inure to the benefit of the

1514 heirs, executors and administrators of each such trustee, [or]

1515 officer, employee or volunteer and shall not be deemed exclusive of

1516 any other rights to which any such person may be entitled under

1517 any statute, bylaw, agreement, vote of members or otherwise or to

1518 which any such person might have been entitled were it not for this

1519 provision. As used in this Section, an "interested" trustee or officer

1520 is one against whom in such capacity the proceeding in question,

1521 or other proceeding on the same or similar grounds, is then

1522 pending.

1523

1524 Section 10.13. Duties of the Audit Committee.

1525 The Audit Committee shall oversee the annual audit of the financial

1526 statements of the Association by an independent certified public

1527 accounting firm and monitor the establishment and implementation of

1528 accounting policies and internal controls. Specific duties of the Audit

1529 Committee shall be set forth in a charter adopted by the Board which

1530 may be amended by the Board from time to time.

1531 ARTICLE XI Ministry

1532 Section C-11.1. Ministerial Fellowship.

1533 Each member congregation has the exclusive right to call and

1534 ordain its own minister or ministers, but the Association has the

1535 exclusive right to admit ministers to ministerial fellowship with the

1536 Association. Fellowship may be for the purposes of parish,

1537 religious education and/or community ministry as determined by

1538 action of the Ministerial Fellowship Committee.

1539 No minister shall be required to subscribe to any particular creed,

1540 belief, or interpretation of religion in order to obtain and hold

1541 fellowship.

1542 *Section 11.2. Ministerial Fellowship Committee.

1543 The Ministerial Fellowship Committee shall have exclusive

1544 jurisdiction over ministerial fellowship except as otherwise provided

1545 herein. It shall make rules governing ministerial fellowship, subject

1546 to the approval of the Board of Trustees.

1547 Section 11.3. Admission to Fellowship.

1548 A minister may be admitted to fellowship by the Ministerial

1549 Fellowship Committee, upon complying with the requirements of

1550 these Bylaws and the rules of the committee. A minister who is

1551 admitted to fellowship shall be admitted to preliminary fellowship for

1552 a probationary period of three years, and may thereafter be

1553 admitted to final fellowship.

1554 Section 11.4. Classes of Ministerial Fellowship.

1555 The Ministerial Fellowship Committee shall adopt rules related to

1556 classes of ministerial fellowship which shall include full and

1557 associate fellowship.

1558 (a) Ministers in full fellowship are those admitted to fellowship

1559 who are:

1560 (1) engaged in full-time active ministerial service;

1561 (2) actively seeking positions in such service and have

1562 recently so served; and

1563 (3) retired from such service by reason of advanced age

1564 or illness.

1565 (b) Ministers in associate fellowship are those in fellowship who

1566 are not currently in full fellowship.

1567 Section 11.5. Fellowship Records.

1568 The Executive Secretary of the Ministerial Fellowship Committee

1569 shall maintain up-to-date records of all ministers in fellowship with

1570 the Association. Such records shall be available only to members

1571 of the committee, persons designated by the Committee, and, in

1572 cases of appeals, the Board of Review.

1573 Section 11.6. Suspension or Termination of

1574 Fellowship.

1575 The fellowship of a minister may be suspended or terminated by

1576 the Ministerial Fellowship Committee for unbecoming conduct or

1577 other specified cause. Final fellowship may be suspended or

1578 terminated only after notice and opportunity for a hearing before the

1579 Committee at which the minister shall have the right to be

1580 represented by counsel, to introduce evidence, to have any relevant

1581 and material evidence in the possession of the Association

1582 produced, and to cross-examine and rebut adverse evidence

1583 Section 11.7. Reinstatement in Fellowship.

1584 The Ministerial Fellowship Committee may reinstate in or readmit to

1585 fellowship a minister who has previously resigned from fellowship

1586 or whose fellowship has been suspended or terminated.

1587 Section 11.8. Appeal.

1588 A minister in final ministerial fellowship whose fellowship is terminated

1589 may appeal the determination of the Ministerial Fellowship Committee

1590 to the Board of Review. The Board of Review shall have exclusive

1591 jurisdiction to hear and decide such appeals. No other appeal shall be

1592 allowed from any decision of the Ministerial Fellowship Committee.

1593 *Section 11.9. Procedure on Appeal.

1594 An appeal to the Board of Review shall be heard by a panel of the

1595 Board selected as provided in its rules. The panel hearing an appeal

1596 shall not try the case de novo but shall only review the record made

1597 before the Ministerial Fellowship Committee, except that the Board of

1598 Review by rules may permit the introduction of newly discovered

1599 evidence. These Bylaws, the rules of the Ministerial Fellowship

1600 Committee, and the rules of the Religious Education Credentialing

1601 Committee shall be binding upon the panel. The panel shall uphold

1602 the decision of the Ministerial Fellowship Committee or the Religious

1603 Education Credentialing Committee if it can be sustained by a

1604 reasonable view of the record. The panel may set aside the decision

1605 of the Fellowship Committee or the Religious Education Credentialing

1606 Committee only where necessary to correct or prevent manifest

1607 injustice. The panel may remand the case in whole or in part to the

1608 Committee or take such other action as may be just. The decision of

1609 the panel, which shall be the decision of the Board, shall set forth its

1610 finding and conclusions and shall be served upon the affected minister

1611 and the Ministerial Fellowship Committee or the affected religious

1612 educator and the Religious Education Credentialing Committee. The

1613 decision shall be entered in the appropriate records and shall be final

1614 and binding upon all parties. No appeal shall be allowed from the

1615 decision of the Board of Review. The Board of Review shall make

1616 rules to carry out the intent of this section, subject to the approval of

1617 the Board of Trustees.

1618 ARTICLE XII Religious Education Credentialing

1619 Section 12.1. Religious Education Credentialing.

1620 Each member congregation has the exclusive right to employ its own

1621 religious educator, but the Association has the exclusive right to confer

1622 on religious educators a religious education credentialing status with

1623 the Association. No religious educator shall be required to subscribe to

1624 any particular creed, belief, or interpretation of religion in order to

1625 obtain and hold religious education credentialing status.

1626 Section 12.2. Religious Education Credentialing

1627 Committee.

1628 The Religious Education Credentialing Committee shall have exclusive

1629 jurisdiction over religious education credentialing except as otherwise

1630 provided herein. It shall make rules governing religious education

1631 credentialing, subject to the approval of the Board of Trustees.

1632 Section 12.3. Achievement of Religious Education

1633 Credentialing Status.

1634 A religious educator may achieve a religious education credentialing

1635 status by action of the Religious Education Credentialing Committee,

1636 upon complying with the requirements of these Bylaws and the rules of

1637 the committee.

1638 Section 12.4. Religious Education Credentialing Levels.

1639 The Religious Education Credentialing Committee shall adopt rules

1640 related to levels of religious education credentialing as follows:

1641 religious education credentialing includes credentialed religious

1642 educator-associate level status, credentialed religious educator status,

1643 and credentialed religious educator-masters level status as determined

1644 by action of the Religious Education Credentialing Committee.

1645 Section 12.5. Religious Education Credentialing

1646 Records.

1647 The Executive Secretary of the Religious Education Credentialing

1648 Committee shall maintain up-to-date records of all religious educators

1649 who have achieved a status as a religious educator as described in

1650 Section 12.4 of these bylaws. Such records shall be

1651 available only to members of the committee, persons designated by the

1652 Committee, and, in cases of appeals, the Board of Review.

1653 Section 12.6. Suspension or Termination of Religious

1654 Education Credentialing Status.

1655 The religious education credentialing status of a religious educator

1656 may be suspended or terminated by the Religious Education

1657 Credentialing Committee for unbecoming conduct or other specified

1658 cause. Credentialing status may be suspended or terminated

1659 only after notice and opportunity for a hearing before the Committee at

1660 which the religious educator shall have the right to be represented by

1661 counsel, to introduce evidence, to have any relevant and material

1662 evidence in the possession of the Association produced, and to cross1663

examine and rebut adverse evidence.

1664 Section 12.7. Reinstatement of Religious Education

1665 Credentialing Status.

1666 The Religious Education Credentialing Committee may reinstate in or

1667 readmit to religious education credentialing status a religious educator

1668 who has previously resigned from religious education credentialing

1669 status or whose religious education credentialing status has lapsed,

1670 been suspended or terminated.

1671 Section 12.8. Appeal.

1672 A religious educator with a religious education credentialing status

1673 whose status is terminated may appeal the determination of the

1674 Religious Education Credentialing Committee to the Board of Review.

1675 The Board of Review shall have exclusive jurisdiction to hear and

1676 decide such appeals. No other appeal shall be allowed from any

1677 decision of the Religious Education Credentialing Committee.

1678 Section 12.9. Procedure on Appeal.

1679 An appeal to the Board of Review shall be heard by a panel of the

1680 Board selected as provided in its rules. The panel hearing an appeal

1681 shall not try the case de novo but shall only review the record made

1682 before the Religious Education Credentialing Committee, except that

1683 the Board of Review by rules may permit the introduction of newly

1684 discovered evidence. These Bylaws and the rules of the Religious

1685 Education Credentialing Committee shall be binding upon the panel.

1686 The panel shall uphold the decision of the Religious Education

1687 Credentialing Committee if it can be sustained by a reasonable view of

1688 the record. The panel may set aside the decision of the Religious

1689 Education Credentialing Committee only where necessary to correct or

1690 prevent manifest injustice. The panel may remand the case in whole or

1691 part to the Religious Education Credentialing Committee or take such

1692 other action as may be just. The decision of the panel, which shall be

1693 the decision of the Board, shall set forth its finding and conclusions

1694 and shall be served upon the affected religious educator and the

1695 Religious Education Credentialing Committee. The decision shall be

1696 entered in the religious education credentialing records and shall be

1697 final and binding upon all parties. No appeal shall be allowed from the

1698 decision of the Board of Review. The Board of Review shall make rules

1699 to carry out the intent of this section, subject to the approval of the

1700 Board of Trustees.

1701 ARTICLE XIII Regional Organizations

1702 Section C-13.1. Districts.

1703 The Association shall support areas of regional responsibility

1704 known as districts.

1705 *Section C-13.2. Establishment.

1706 The establishment of districts and the manner of determining which

1707 congregations are included in each district shall be in accordance with

1708 rules adopted by the General Assembly

1709 Section 13.3. Members.

1710 All member congregations of the Association located within the

1711 district shall be entitled to be member congregations of that district.

1712 Section C-13.4. Autonomy.

1713 Each district shall be autonomous and shall be controlled by its

1714 own member congregations to the extent consistent with the

1715 promotion of the welfare and interests of the Association as a

1716 whole and of its member congregations.

1717 Section 13.5. District Bylaws.

1718 Each district shall adopt bylaws which are not in conflict with these

1719 Bylaws.

1720 ARTICLE XIV Rules

1721 Section 14.1. Adoption and Amendment of Rules by

1722 General Assemblies.

1723 A General Assembly may adopt Rules not inconsistent with these

1724 Bylaws. Adoption or amendment of Rules by a General Assembly

1725 shall be by two-thirds vote. Each Rule adopted by a General

1726 Assembly shall be identified by a "G" preceding its Rule number.

1727 A General Assembly may amend or repeal Rules adopted by prior

1728 General Assemblies or by the Board of Trustees, if the proposed

1729 Rules or amendments have been placed on the agenda. Rules

1730 and amendments thereto shall be submitted for inclusion on the

1731 agenda in the same manner as other resolutions. The provisions

1732 of this Section 13.1 do not apply to the Rules of Procedure

1733 contemplated by Section 4.19.

1734 Section 14.2. Adoption and Amendment of Rules by

1735 the Board of Trustees.

1736 The Board of Trustees may adopt Rules not inconsistent with

1737 these Bylaws and with Rules adopted by General Assemblies and

1738 may amend or repeal its Rules.

1739 Section 14.3. Rules of Order.

1740 The Rules contained in the current edition of Robert's Rules of

1741 Order Newly Revised shall govern the Association in all cases to

1742 which they are applicable and in which they are not inconsistent

1743 with these Bylaws and any Rules that may be adopted hereunder.

1744 ARTICLE XV Amendment

1745 Section C-15.1. Amendment of Bylaws.

1746 (a) These Bylaws may be amended by a two-thirds vote at a

1747 regular General Assembly if a proposed amendment has

1748 been placed on the agenda; provided, however, that

1749 proposals to amend or repeal a section of these Bylaws

1750 whose section number is preceded by a "C" (hereinafter a

1751 "C Bylaw"), or to add a new such section, shall be governed

1752 by subsections (b) or (c) hereof.

1753 (b) (1) A proposal to amend, repeal or add a new C Bylaw,

1754 other than those C Bylaws in Article II of these Bylaws,

1755 shall be subject to a two-step approval process. Such

1756 proposals must be placed on the agenda of a regular

1757 General Assembly and approved preliminarily by a

1758 majority vote at such regular General Assembly.

1759 Following such preliminary approval, the proposal to

1760 amend, repeal or add a new C Bylaw shall be placed on

1761 the agenda of the next regular General Assembly for

1762 final adoption. Final adoption shall require a two-thirds

1763 vote.

1764 (2) The text of a proposed amendment to a C Bylaw, other

1765 than those bylaws in Article II, which has been approved

1766 by one General Assembly, may be amended at any time

1767 prior to final adoption. If the Moderator rules that the

1768 amendment to the proposal is substantive, final adoption

1769 shall only be by a subsequent General Assembly. Any

1770 such proposal that has been under consideration for

1771 final approval at three successive regular General

1772 Assemblies shall not be subject to substantive

1773 amendment at the third such regular General Assembly.

1774 (3) A proposal to amend a C Bylaw, other than those

1775 Bylaws in Article II, which on any vote for final adoption

1776 receives a majority but not a two-thirds vote, shall be

1777 placed on the agenda of the next regular General

1778 Assembly, at which it may be finally adopted if it

1779 receives the requisite approval. If the proposal is not

1780 passed by a two-thirds vote at the third regular General

1781 Assembly at which it is considered for final approval,

1782 neither the proposal nor another proposal that is

1783 substantively similar shall be placed on the agenda of a

1784 General Assembly for two years.

1785 (c) (1) A proposal to amend, repeal or add a new C Bylaw in

1786 Article II of these Bylaws shall be admitted to the agenda

1787 of a regular General Assembly for the sole purpose of

1788 determining whether the proposal shall be referred to a

1789 commission appointed by the Board of Trustees for

1790 review and study. Such a review shall involve member

1791 congregations. A majority vote at a regular General

1792 Assembly shall be required to refer such a proposal to

1793 the study commission. Once the review and study of

1794 the proposal is complete, which shall be completed in no

1795 more than three years, the study commission shall

1796 submit to the Planning Committee for inclusion on the

1797 agenda of the next regular General Assembly following

1798 completion of the review and study process the proposal

1799 in the form originally presented to the regular General

1800 Assembly and any amendments to the proposal that the

1801 study commission recommends as a result of the review

1802 and study process. All proposals regarding Article II of

1803 the Bylaws that are placed on the agenda after review

1804 and study (including amendments to such proposals

1805 recommended by the study commission) shall require a

1806 two-thirds vote for adoption. If the proposal does not

1807 receive the requisite approval at the General Assembly

1808 following the completion of the review and study

1809 process, neither the proposal nor another proposal that

1810 is substantively similar shall be placed on the agenda of

1811 a General Assembly for two years.

1812 (2) A motion to dispense with the review and study process

1813 with respect to a proposal to amend Article II shall be in

1814 order at the General Assembly at which the review and

1815 study process is authorized. A motion to dispense with

1816 the review and study process shall require a four-fifths

1817 vote for passage.

1818 (3) After completion of the review and study process,

1819 proposals regarding Article II of the Bylaws shall not be

1820 subject to substantive amendment. The Moderator shall

1821 determine whether an amendment to such a proposal is

1822 substantive.

1823 (4) If no review and study process of Article II has occurred

1824 for a period of fifteen years, the Board of Trustees shall

1825 appoint a commission to review and study Article II and

1826 to recommend appropriate revisions, if any, thereto to

1827 the Board of Trustees. The Board of Trustees shall

1828 review the recommendations of the study commission

1829 and, in its discretion, may submit the recommendations

1830 of the study commission to the Planning Committee for

1831 inclusion on the agenda of the next regular General

1832 Assembly. Notwithstanding anything to the contrary

1833 contained herein, proposals to amend Article II which

1834 are promulgated by a study commission in accordance

1835 with this paragraph shall be subject to a two-step

1836 approval process. Such proposals must be approved

1837 preliminarily by a majority vote at a regular General

1838 Assembly. Following such preliminary approval, the

1839 proposal shall be placed on the agenda of the next

1840 regular General Assembly for final adoption. Final

1841 adoption shall require a two-thirds vote.

1842 *Section 15.2. Submission of Proposed Amendment.

1843 Proposed amendments to these Bylaws may be submitted only by:

1844 (a) the Board of Trustees;

1845 (b) the General Assembly Planning Committee;

1846 (c) the Commission on Appraisal

1847 (d) not less than fifteen certified member congregations by

1848 action of their governing boards or their congregations; such

1849 proposed amendments to Bylaws must be received by the

1850 Planning Committee on February 1 whenever the regular

1851 General Assembly opens in June; otherwise, not less than

1852 110 days before the General Assembly; or

1853 (e) a district by official action at a duly called district meeting at

1854 which a quorum is present, such proposed amendment to be

1855 received by the Planning Committee on February 1 whenever

1856 the regular General Assembly opens in June; otherwise, not

1857 less than 110 days before the next General Assembly.

1858 RULES* of the

1859 SpiritBride Ministry

1860 *Rules whose section number is preceded by a "G" are those

1861 adopted by a General Assembly and may be amended or repealed

1862 only by a General Assembly, as provided in Section 13.1 of the

1863 Bylaws.

1864 RULE I Name

1865 No existing rules applicable to Article I.

1866 RULE II Principles and Purposes

1867 Rule G-2.1. Democratic Process.

1868 Because the Association is committed to the use of the democratic

1869 process, because its governing institutions are accountable to our

1870 congregations, because accessibility is critical to countering systemic

1871 and institutional oppression and because openness and trust are

1872 characteristics of a healthy religious community, the SpiritBride Board shall

1873 establish policies to allow for the maximum transparency of its

1874 proceedings and of the proceedings of all SpiritBride committees,

1875 commissions and task forces, consistent with their effective

1876 functioning. These policies shall include:

1877 (a) providing advance notice of dates and locations of regular

1878 business meetings, and making agendas, reports and

1879 minutes available promptly;

1880 (b) providing avenues for comment on issues on the meetings’

1881 agendas;

1882 (c) accommodating observers at regular business meetings,

1883 with the exception of executive sessions.

1884

1885 Implementing this rule shall be the responsibility of the Board of

1886 Trustees. The Board shall designate a specific person or committee

1887 to whom comments about adherence to this rule may be addressed.

1888 The Board shall report to the General Assembly annually for the next

1889 three years on its implementation.

1890 RULE III Membership

1891 Section C-3.3. Admission to Membership.

1892 Rule 3.3.1. New Congregations.

1893 It is the policy of the SpiritBride Ministry to

1894 encourage and assist the development of new congregations as

1895 well as to support and aid existing member congregations as

1896 stated in the purposes of the Association.

1897 Rule 3.3.2. Procedure for Admission.

1898 A church or fellowship may become a member of the Association

1899 upon approval by the Board of Trustees of the Association of a

1900 written application for membership.

1901 The application shall include:

1902 (a) a statement that the applicant subscribes to the principles of

1903 the Association and pledges itself to support the

1904 Association;

1905 (b) a copy of the articles of incorporation or other organizing

1906 documents and the bylaws of the applicant;

1907 (c) the names and addresses of the charter members sufficient

1908 in number to satisfy the minimum membership requirements;

1909 and

1910 (d) an initial payment in an amount of no less than the Fair Share

1911 contribution to the Association’s Annual Program Fund, pro1912

rated for the portion of the Association’s fiscal year remaining as

1913 of the date of application.

1914 Rule 3.3.3. Membership Requirements for Admission.

1915 A new congregation, to be recognized as a member of the

1916 Association, must have thirty (30) of its adult members be

1917 members solely of the new congregation.

1918 Rule 3.3.4. Multiple Local Congregations.

1919 In many communities the liberal religious movement may be better

1920 served by the establishment of two or more member congregations.

1921 (a) It is ordinarily desirable that a new congregation should have

1922 the active support and sponsorship of any member

1923 congregation or congregations located in the same

1924 geographic area.

1925 (b) The Association will neither initiate nor recognize such a new

1926 congregation until after the Association has consulted by

1927 mail or by interview with any member congregation or

1928 congregations located in the same geographic area. Such

1929 consultation shall include a request for letters from the

1930 presiding officer of the congregation's governing board and

1931 minister of such congregation(s) stating judgment regarding

1932 the establishment and/or recognition of the new congregation.

1933 The Association may proceed to assist in

1934 organizing or recognizing the new congregation despite local

1935 protest or objection if the Association believes that such

1936 action is in the best interests of the entire movement and that

1937 it will strengthen the total SpiritBrideposition in

1938 the community.

1939 Rule 3.3.5. Rules and Regulations for New

1940 Congregations.

1941 It is essential that SpiritBridecongregations be

1942 affirmative in spirit, inclusive in fellowship, and mutually supportive

1943 in their relationships with other congregations. The following

1944 statements represent the Association's best judgment as to the

1945 meaning of this general statement and shall be used by staff and

1946 the Board in determining action upon applications for membership.

1947 (a) In receiving the application of a new congregation for

1948 membership in the Association, the Congregational Services

1949 staff shall satisfy itself that the group is making its application in

1950 good faith and that it will make a sincere effort to carry out the

1951 purposes of the Association. (See specifically Article II of

1952 the Bylaws.)

1953 (b) The Association interprets its statements of purpose to

1954 mean that no congregation may be accepted into

1955 membership if its bylaws exclude from its local membership

1956 any person because of race, ethnicity, gender, disability,

1957 affectional or sexual orientation, language, citizenship status,

1958 economic status, or national origin.

1959 (c) All member congregations must be congregational in polity;

1960 the final authority to make decisions must be vested in the

1961 legal membership of the congregation.

1962 (d) Member congregations shall project and embark upon a

1963 balanced program of religious activity including adult worship

1964 and/or discussion and when feasible establishment of a

1965 church school in the SpiritBridetradition.

1966 (e) New congregations are expected to establish and maintain

1967 cooperative relations with SpiritBrideagencies, as

1968 appropriate and feasible.

1969 (f) A congregation should be incorporated when possible under the

1970 laws of the state in which it exists. A congregation shall include

1971 in its articles of incorporation or other organizing documents a

1972 clause providing that the assets of the congregation will be

1973 transferred upon dissolution to the Association.

1974 Notwithstanding the foregoing, if a congregation obtains the

1975 prior written consent of the Association’s Board of Trustees, the

1976 congregation may name an organization that is affiliated with the

1977 Association (such as a district, camp, conference center or

1978 other congregation) as the recipient of the congregation’s assets

1979 upon dissolution.

1980 Rule 3.3.6. Order of Administrative Procedure.

1981 The order of administrative procedure:

1982 (a) Application for church or fellowship membership in the

1983 Association will first be referred to the Congregational Services

1984 staff.

1985 (b) The Congregational Services staff will seek information and

1986 advice with respect to all applications as follows:

1987 U.S. Congregations - District President

1988 Other Congregations – Executive Officer of appropriate

1989 Unitarian or Universalist or Unitarian Universalist

1990 international group, if any.

1(c9)9 1 (c) The Congregational Services staff will make its recommendation

1992 to the President of the Association, and the President shall then

1993 make recommendations to the Board of Trustees of the SpiritBride for

1994 its final action.

1995 Section C-3.5. Certification of Membership.

1996 Rule 3.5.1. Required Annual Report.

1997 In each fiscal year of the Association (July 1 to June 30), each

1998 member congregation shall file with the Secretary of the Association

1999 an Annual Report on the form and in the manner provided by the

2000 Association. The Annual Report shall include a certification by a

2001 minister or principal officer of the member congregation stating (a)

2002 whether or not the member congregation complied with the conditions

2003 set forth in Section C-3.5 of the Bylaws during the Association’s prior

2004 fiscal year and (b) that the information provided to the Association in

2005 the Annual Report is true and correct to the best of the minister’s or

2006 principal officer’s knowledge.

2007 For purposes of determining compliance with Section C-3.5 of the

2008 Bylaws, a member congregation shall be deemed to have conducted

2009 ‘regular religious services’ if it has held at least 10 services during the

2010 fiscal year.

2011 A member congregation’s Annual Report for a particular fiscal year

2012 and, if submitted separately, the related certification must be received

2013 by the Association on or before February 1 following the close of that

2014 fiscal year whenever the regular General Assembly opens in June and

2015 otherwise on or before the close of business on the last business day

2016 which is at least 110 days before the date of the General Assembly

2017 next following the close of that fiscal year. If a member congregation’s

2018 related certification is not received by the applicable deadline, it will still

2019 be deemed timely filed if the member congregation submits to the

2020 Association proof that it was mailed in accordance with the provisions

2021 of Rule G-13.4.2. Such proof may be in the form of a stamped or

2022 validated receipt for Registered or Certified Mail or a sworn statement

2023 attesting to the proper submission of the certification signed by the

2024 person responsible for its mailing.

2025 Rule 3.5.2. Inactive Congregations

2026 In September of each year the Congregational Services Director shall

2027 initiate the process of contacting congregations in the inactive category

2028 to determine their status.

2029 This process includes:

2030 (a) requesting a list of congregations that have failed to submit an

2031 annual report for three consecutive fiscal years

2032 (b) forwarding this list to the SpiritBride’s District Staff with copies to

2033 District Presidents and District Trustees for their information

2034 (c) upon receipt of the annual inactive congregations list and

2035 pursuant to the SpiritBride’s by-laws section C-3.6, the SpiritBride’s District

2036 staff shall follow up with any congregation in their district

2037 (d) after follow up the District staff shall make a recommendation

2038 about each congregation’s status to the SpiritBride Board for action at

2039 its April meeting.

2040 Section C-3.7. Associate Member Organizations.

2041 Rule 3.7.1. Limitation of Associate Membership.

2042 It shall be the policy of the Board of Trustees to limit admissions to

2043 associate membership to major continent-wide organizations.

2044 Rule 3.7.2. Non-Segregation.

2045 Each associate member organization shall in all aspects of its work

2046 refrain from the practice of segregation based on race, ethnicity,

2047 gender, disability, affectional or sexual orientation, language,

2048 citizenship status, economic status, or national origin. This

2049 rule is not intended to preclude associate member

2050 organizations designed to benefit groups organized

2051 to ensure their fuller participation in the larger society and to fulfill their

2052 unique spiritual needs.

2053 Rule 3.7.3. Application for Associate Membership.

2054 Each applicant for membership shall submit with its application:

2055 (a) an attested copy of its charter and, unless it is included in

2056 the charter, an attested copy of its purposes, objectives, and

2057 bylaws;

2058 (b) the approximate number of members in the organization;

2059 (c) a list of principal officers with their personal mail addresses

2060 and the principal mail address of the organization;

2061 (d) a financial statement showing income and expenses for the

2062 latest fiscal year preceding the date of filing and showing

2063 assets, liabilities and net worth as of the end of such fiscal

2064 year;

2065 (e) the dates upon which its governing board met during the

2066 twelve months immediately preceding the date of filing;

2067 (f) any yearly reports of its governing body and its principal

2068 officers sent to members during the twelve months

2069 immediately preceding the date of filing;

2070 (g) evidence that it enjoys tax exempt status:

2071 (1) under Section 501(c)(3) of the U.S. Internal Revenue

2072 Code of 1954;

2073 (2) as a registered charity as provided for in the Income

2074 Tax Act (Canada); or

2075 (3) under the laws of the country governing the applicant's

2076 tax status;

2077 (h) if the applicant does not enjoy tax exempt status, the reason

2078 or reasons it does not;

2079 (i) a statement outlining the intended use of associate

2080 membership, if granted, and the goals and objectives of the

2081 organization that will be served by such use;

2082 (j) a statement outlining what advantage it is believed there would

2083 be to the Association and to the furtherance of the

2084 principles of the Association outlined in Bylaw Section C-

2085 2.2; and

2086 (k) any other information which the Board of Trustees of the

2087 Association shall require.

2088 (l) The contribution contemplated by Rule 3.7.10.

2089 Rule 3.7.4. Annual Report.

2090 Except in the year when it is admitted to membership, each associate

2091 member shall send to the Association on or before April 30 (i) an

2092 annual report which shall include the data required by subsections (b),

2093 (c), (d), (e) and (f) of Rule 3.7.3 and any other information which the

2094 Board of Trustees shall require and (ii) the contribution contemplated

2095 by Rule 3.7.10. If an associate member fails to comply with the

2096 provisions of this Rule, the Board of Trustees shall at its next regular

2097 meeting consider a finding of non-compliance and the termination of

2098 the associate membership status of such organization.

2099 Rule 3.7.5. Report of Changes.

2100 Each associate member shall send the Association an attested

2101 copy of any changes in its charter, purposes, objectives, or bylaws

2102 as soon as any such changes are made, and shall notify the

2103 Association immediately of any change in its tax exempt status.

2104 Rule 3.7.6. Representation of Associate Membership.

2105 No organization shall claim or represent in any manner that it is an

2106 associate member of the Association until such membership is

2107 voted by the Board of Trustees; and if and when any organization's

2108 associate membership expires or it is terminated, that organization

2109 shall immediately cease to claim, represent or imply in any manner

2110 that it is an associate member of the Association.

2111 Rule 3.7.7. Mailing List.

2112 Each associated member shall place the Association on its regular

2113 mailing list.

2114 Rule 3.7.8. Additional Criteria for Admission.

2115 Before granting associate membership, the Board of Trustees shall

2116 determine that the granting of such associate membership is likely

2117 to be of substantial benefit to the SpiritBridemovement.

2118 Rule 3.7.9. Yearly Grant of Associate Membership.

2119 Associate membership for all new or existing associate members

2120 shall be granted by the Board of Trustees for a designated one

2121 year period or portion thereof.

2122 Rule 3.7.10. Associate Member Contributions.

2123 The contribution required to be submitted with an application for

2124 associate membership is $500 for any applicant whose budget for the

2125 12 months preceding its application for associate membership was

2126 $1,000,000 or more and $250 for any applicant whose budget for the

2127 12 months preceding its application for associate membership was

2128 less than $1,000,000. The contribution required to be submitted with

2129 an associate member’s annual report is $500 for any associate

2130 member whose budget for the 12 months preceding the due date of

2131 the annual report was $1,000,000 or more and $250 for any associate

2132 member whose budget for the 12 months preceding the due date of

2133 the annual report was less than $1,000,000.

2134 Section C-3.8. Independent Affiliate Organizations.

2135 Rule 3.8.1. Application for Independent Affiliate

2136 Status.

2137 Each applicant for independent affiliate status shall submit with its

2138 application:

2139 (a) an attested copy of its charter, and, unless it is included in the

2140 charter, an attested copy of its purposes, objectives, and bylaws;

2141 (b) the number of members or member groups in the organization;

2142 (c) a list of the principal officers with their personal mail addresses,

2143 congregation membership or congregation where settled if the

2144 officer is a fellowshipped minister serving a Unitarian Universalist

2145 congregation, and the principal mail address of the organization;

2146 (d) the contribution contemplated by rule 3.8.9;

2147 (e) a financial statement showing income and expenses for the latest

2148 fiscal year preceding the date of filing and showing assets,

2149 liabilities and net worth as of the end of such fiscal year;

2150 (f) the dates upon which its governing board met during the twelve

2151 months immediately preceding the date of filing;

2152 (g) any yearly reports of its governing body and its principal officers

2153 sent to members during the twelve months immediately preceding

2154 the date of filing;

2155 (h) evidence of whether it enjoys tax exempt status:

2156 (1) under Section 501(c)(3) of the U.S. Internal Revenue Code of

2157 1954;

2158 (2) as a registered charity as provided for in the Income Tax Act

2159 (Canada); or

2160 (3) under the laws of the country governing the applicant's tax

2161 status;

2162 (i) if the applicant does not enjoy tax exempt status, the reason or

2163 reasons it does not;

2164 (j) a statement outlining how its purpose, mission and structure

2165 models interdependence through engagement with our member

2166 congregations, coordination or collaboration of effort and

2167 resources; and a statement outlining how the organization

2168 supports the transformation of institutions and our world to be

2169 aligned with those values expressed in our Principles; and

2170 (k) any other information which the Board of Trustees of the

2171 Association shall require.

2172 Rule 3.8.2. Non-Segregation.

2173 Each independent affiliate organization shall in all aspects of its work

2174 refrain from the practice of segregation based on race, ethnicity,

2175 gender, disability, affectional or sexual orientation, language,

2176 citizenship status, economic status, or national origin. This rule is not

2177 intended to preclude independent affiliate organizations designed to

2178 benefit groups organized to ensure their fuller participation in the

2179 larger society and to fulfill their unique spiritual needs.

2180 Rule 3.8.3. Annual Contribution and Report.

2181 Except in the year when it is admitted to independent affiliate status,

2182 each independent affiliate organization shall send the Association on

2183 or before April 30 (i) an annual report which shall include the data

2184 required by subsections (b), (c), (f), (g) and (h) of Rule 3.8.1 and any

2185 other information which the Board of Trustees shall require and (ii) the

2186 contribution contemplated by Rule 3.8.9. If an independent affiliate

2187 organization fails to comply with the provisions of this Rule, the Board

2188 of Trustees shall at its next regular meeting consider a finding of non2189

compliance and the termination of the independent affiliate status of

2190 such organization.

2191

2192 Rule 3.8.4. Report of Changes.

2193 Each independent affiliate organization shall send the Association

2194 an attested copy of any changes in its charter, purposes,

2195 objectives, or bylaws as soon as any such changes are made and

2196 shall notify the Association immediately of any change in its tax

2197 exempt status.

2198

2199 Rule 3.8.5. Representation of Independent Affiliate

2200 Status.

2201 No organization shall claim or represent in any manner that it is an

2202 independent affiliate with the Association until such status is voted

2203 by the Board of Trustees; and if and when any organization's

2204 independent affiliate status expires or it is terminated, that

2205 organization shall immediately cease to claim, represent or imply in